ORD 337 Franchise Cable Television Franchise•r
ORDINANCE NO. 337
ADOPTED FEBRUARY 15, 2000
CABLE TELEVISION FRANCHISE ORDINANCE
FOR
MEDIAONE OF ST. PAUL, INC. ("MEDIAONE")
• )• • .1
January 17, 2000
307238/1
Prepared by:
Brian T. Grogan, Esq.
MOSS & BARNETT
A Professional Association
4800 Norwest Center
90 South Seventh Street
Minneapolis, MN 55402 -4129
(612) 347 -0340
ORDINANCE NO. 337 --------------------------------' l
STATEMENT OF INTENT AND PT]RPOSE -------------------------.I
FINDINGS-----------------^-----------------------'./
SI�CTIK�Nl S
SI�K�I�ITITIJB/�NI� S----------------------
�
}' S
Short Title ............................................................................................................ ^
^
3. D
Definitions ........................................................................................................... 2
2
SECTION G
GRANT OF AUTHORITY AND GENERAL PROVISIONS .
.............................. z
l. -
-------------------------------''
�
2. -
� �
�
3. -
-------------------------
0
/[ -
--~-------_-------~—~------------.
8
5. -
------------------------------..
6
6. -
0
7. -
'' 7
7
0. -
----------------------------'
7
g. -
----.-------------.-----------.----
0
IO. _
______________________________
0
SECTION 3 C
CONSTRUCTION STANDARDS ...................................................................... A
A
l. R
Registration, Permits Construction Codes and Cooperatio -----------'^
2. U
Use of existing poles or conduits ------------------------''^
3. M
MzionoTnterfereoc- m -----------------------------
''
g
4. -
----------------------------- I
I0
5
5. -
----------------------------- l
l0
6. -
----------------------------~------
lO
7. —
--------' l
lO
0. -
-----------------------------
ll
9. -
------------------------------' I
II
lO. -
-------------------------------
ll
}}. -
----------------------------------�
City's -
ll
12. -
--------- l
ll
13. -
------------------------.
l�
14. -
-----------------------.
l�
15. -
--~--.—..~--~....—.---.—.—~—~—~—..—..—~—'
l�
--------
5. Drop Testing and Replacement ............................................. .............................14
6. FCC Reports ......................................................................... .............................14
7. Annexation ........................................................................... .............................14
8. Line Extension ...............
...... ...............................
9. Nonvoice Return Capability .................................................. .............................15
10. Lockout Device ..................................................................... .............................15
SECTION 5 SERVICE PROVISIONS ..................................................... .............................15
1. ' Regulation of Service Rates .................................................. .............................15
2. Non - Standard Installations .................................................... .............................16
3. Sales Procedures ................................................................... .............................16
4. Consumer Protection and Service Standards ......................... .............................16
5. Subscriber Contracts ............................................................. .............................19
6. Refund Policy ....................................................................... .............................19
7. Late Fees ............................................................................... .............................19
SECTION 6 ACCESS CHANNEL(S) PROVISIONS ............................... .............................19
1. Grantee Support for PEG Access .................................:........ .............................19
2. Subscriber Network Drops to Designated Building ............. ............................... 20
SECTION 7. INSTITUTIONAL NETWORK (I -NET) PROVISIONS ...... ............................... 20
SECTION 8 OPERATION AND ADM NISTRATION PROVISIONS .. ............................... 26
1.
Delegated- Authority ............................................................. .............................26
2.
Administration of Franchise ................................................ ...............................
26
3.
Franchise Fee ........................................................................ .............................26
4.
Not Franchise Fees .............................................................. ...............................
26
5.
Access to Records ............................................................... ...............................
27
6.
Reports and Maps to be Filed with City ..............................................................
27
7.
Periodic Evaluation ............................................................. ...............................
27
SECTION 9
GENERAL FINANCIAL AND INSURANCE PROVISIONS ...........................
28
1.
Performance Bond ................................................................ .............................28
2.
Letter of Credit ................................................................... ...............................
29
3.
Liability Insurance .............................................................. ...............................
31
4.
Indemnification ................................................................... ...............................
32
5.
Grantee's Insurance .............................................................. .............................32
SECTION 10 SALE, ABANDONMENT, TRANSFER AND REVOCATION OF
FRANCHISE...................................................................... ............................... 33
1. City's Right to Revoke .......................................................... .............................33
2. Procedures for Revocation .................................................. ............................... 33
3. Abandonment of Service ....................................................... .............................33
4. Removal After Abandonment Termination or Forfeiture .... ............................... 34
5. Sale or Transfer of Franchise .............................................. ............................... 34
307238/1 11
71
SECTION 11
PROTECTION OF INDIVIDUAL RIGHTS ......................................................
36
1.
Discriminatojy Practices Prohibited ...................................................................
36
2.
Subscriber Privacy.............................................................................................
36
SECTION 12
UNAUTHORIZED CONNECTIONS AND MODIFICATIONS .......................
36
1.
Unauthorized Connections or Modifications Prohibited .....................................
36
2.
Removal or Destruction Prohibited ....................................................................
36
3.
Penalty...............................................................................................................
36
SECTION 13
MISCELLANEOUS PROVISIONS ..................................................................
37
1.
Franchise Renewal .............................................................................................
37
2.
Work Performed by Others ................................................................................
37
3.
Amendment of Franchise Ordinance ...................................................................
37
4.
Compliance with Federal, State and Local Laws ................................................
37
5.
Nonenforcement by City .....................................................................................
38
6.
Rijzhts Cumulative .............................................................................................
38
7.
Grantee Acknowledgment of Validity of Franchise ............... .............................38
8.
Confidential and Trade Secret -Information............................ .............................38
SECTION 14
PUBLICATION EFFECTIVE DATE; ACCEPTANCE AND EXHIBITS .........
39
1.
Publication, Effective Date ................................................................................
39
2.
Acceptance ........................................................................................................
39
EXHIBIT A Ownership
EXHIBIT B Grantee Commitment to PEG Access Facilities and Equipment
EXHIBIT B -1 Service to Public and Private Buildings
EXHIBIT C
Description of System
EXHIBIT D
I-Net Performance Standards
EXHIBIT E
Franchise Fee Payment Worksheet
EXHIBIT F
Corporate Guaranty
EXHIBIT G
Potential I-Net User Sites
307238/1 iii
AN ORDINANCE GRANTING A FRANCHISE TO MEDIAONE OF ST. PAUL, INC.,
( "GRANTEE ") TO CONSTRUCT, OPERATE, AND MAINTAIN A CABLE
COMMUNICATIONS SYSTEM IN THE CITY OF MENDOTA HEIGHTS, MINNESOTA
SETTING FORTH CONDITIONS ACCOMPANYING THE GRANT OF THE FRANCHISE;
PROVIDING FOR REGULATION AND USE OF THE SYSTEM AND THE PUBLIC RIGHTS -
OF-WAY; AND PRESCRIBING PENALTIES FOR THE VIOLATION OF THE PROVISIONS
HEREIN;
The City Council of the City of Mendota Heights, Minnesota ordains:
STATEMENT OF INTENT AND PURPOSE
City intends, by the adoption of this Franchise, to bring about the further development of a Cable
System, and the continued operation of it. Such development can contribute significantly to the
communication needs and desires of the residents and citizens of City and the public generally.
Further, City may achieve better utilization and improvement of public services and enhanced
economic development with the development and operation of a Cable System.
Adoption of this Franchise is, in the judgment of the City Council, in the best interests of City and
its residents.
FINDINGS
In the review of the request for renewal by Grantee and negotiations related thereto, and as a result
of a public hearing, the City Council makes the following findings:
I. Grantee's technical ability, financial condition, legal qualifications, and character were
considered and approved in a full public proceeding after due notice and a reasonable
opportunity to be heard;
2. Grantee's plans for operating the Cable System were considered and found adequate and
feasible in a full public proceeding after due notice and a reasonable opportunity to be
heard;
3. The Franchise granted to Grantee by City complies with the existing applicable
Minnesota Statutes, federal laws and regulations;
4. City has exercised its authority under Minnesota law to enter into a Joint and Cooperative
Agreement, and an Amended Joint and Cooperative Agreement, with other cities
authorized to grant a cable communications franchise, and has delegated authority to the
Northern Dakota County Cable Communications Commission to make recommendations
to City regarding this Franchise and to be responsible for the ongoing administration and
enforcement of this Franchise as herein provided; and
5. The Franchise granted to Grantee is nonexclusive.
307238/1
SECTION 1.
SHORT TITLE AND DEFINITIONS
1. Short Title. This Franchise Ordinance shall be known and cited as the Cable Television
Franchise Ordinance.
2. Definitions. For the purposes of this Franchise, the following terms, phrases, words, and
their derivations shall have the meaning given herein. When not inconsistent with the
context, words in the singular number include the plural number. The word "shall" is
always mandatory and not merely directory. The word "may" is directory and
discretionary and not mandatory.
a. "Applicable Laws" means any law, statute, charter, ordinance, rule, regulation,
code, license, certificate, franchise, permit, writ, ruling, award, executive order,
directive, requirement, injunction (whether temporary, preliminary or permanent),
judgment, decree or other order issued, executed, entered or deemed applicable by
any governmental authority of competent jurisdiction.
b. "Basic Cable Service" means any service tier which includes the lawful
retransmission of local television broadcast signals and any public, educational,
and governmental access programming. Basic Cable Service as defined herein
shall not be inconsistent with 47 U.S.C. § 543(b)(7).
C. "Cable Service" or "Service" means (A) the one -way transmission to subscribers
of (i) Video Programming or (ii) Other Programming Service, and (B) subscriber
interaction, if any, which is required for the selection or use of such Video
Programming or Other Programming Service. Cable Service or Service as
defined herein shall not be inconsistent with the definition set forth in 47 U.S.C. §
522(6).
d. "Cable System" or "System" means a system of antennas, cables, wires, lines,
towers, waveguides, or other conductors, converters, equipment, or facilities
located in City and designed and constructed for the purpose of producing,
receiving, transmitting, amplifying, or distributing audio, video, and data. System
as defined herein shall not be inconsistent with the definition set forth in 47
U.S.C. § 522(7).
e. "Channel" or "Cable Channel" means a portion of the electromagnetic frequency
spectrum which is used in a Cable System and which is capable of delivering a
television Channel as defined by the Federal Communications Commission.
f. "City" means City of Mendota Heights, a municipal corporation, in the State of
Minnesota, acting by and through its City Council, or its lawfully appointed
designee.
g. "City Council" means the governing body of the City of Mendota Heights,
Minnesota.
307238/1 2
h. "Class IV Cable Channel" means a signaling path provided by a Cable System to
transmit signals of any type from a Subscriber terminal to another point in the
System.
"Commission" means the Northern Dakota County Cable Communications
Commission or its successors or delegations, including representatives of the
Member Cities as may exist pursuant to a then valid and existing Joint and
Cooperative Agreement and Amended Joint and Cooperative Agreement between
Member Cities.
j. "Commission Office" or "Commission Facility" means the facility located at
5845 Blaine Avenue, Inver Grove Heights, Minnesota 55076 -1401 or alternative
location established in the Commission's sole discretion.
k. "Converter" means an electronic device which converts signals to a frequency
acceptable to a television receiver of a Subscriber and by an appropriate selector
permits a Subscriber to view all Subscriber signals included in the Subscriber's
service.
1. "Drop" means the cable that connects the ground block on the Subscriber's
residence or institution to the nearest feeder cable of the System.
M. "FCC" means the Federal Communications Commission and any legally
appointed, designated or elected agent or successor.
n. "Franchise" or "Cable Franchise" means this ordinance and the regulatory and
contractual relationship established hereby.
o. "Grantee" means MediaOne of St. Paul, Inc., its agents, employees, lawful
successors, transferees or assignees.
p. "Gross Revenue" means any and all revenue received directly or indirectly by
Grantee, that is derived from the operation of the Cable System to provide Cable
Services. Gross Revenues shall include, by way of example and not limitation,
revenues from Basic Cable Service, all Cable Service fees, Pay Television
Franchise Fees, late fees, guides, home shopping, Installation and reconnection
fees, upgrade and downgrade fees, Converter rental fees and Lockout Device fees.
Gross Revenues shall also include, to the extent permitted by Applicable Laws,
Internet access fees and cable modem service fees resulting from the provision of
those services. The term Gross Revenues shall not include any taxes on services
furnished by Grantee imposed by any municipality, state, or other governmental
unit and collected by Grantee for such governmental unit, advertising revenue,
studio rental and production equipment rental.
q. "Guaranty" means a contract wherein the parent company, general partnership or
other persons, firms or organizations whose financial standing is used to support
the commitments of Grantee will undertake to promise that the obligations, duties
and liabilities may be assumed by and become the responsibility of Guarantor.
307238/1 3
r. "Installation" means the connection, by or on the behalf of the Grantee, of the
System from feeder cable to the point of connection with the Subscriber
Converter or other terminal equipment.
S. "Institutional Network" or "I -Net" means a communications network which is
described in Section 7 herein and which is generally available only to Subscribers
who are not residential Subscribers.
t. "Lockout Device" means an optional mechanical or electrical accessory to a
Subscriber's terminal which inhibits the viewing of a certain program, certain
channel, or certain channels provided by way of the Cable Communication
System.
U. "Local Origination" means programming produced by either the Grantee or
Commission and /or City staff regarding issues and events affecting the member
municipalities of the Commission. Local origination programming may include
public, governmental and educational access programming.
V. "Member Cities" or "Member Municipalities" means those cities that are parties
to a then valid and existing joint powers agreement which, at the time of granting
this Franchise, include Inver Grove Heights, Lilydale, Mendota, Mendota
Heights, Sunfish Lake, South St. Paul, and West St. Paul.
W. "Normal Business Hours" means those hours during which most similar
businesses in City are open to serve customers. In all cases, "Normal Business \
Hours" shall include some evening hours at least one night per week and /or some
weekend hours.
X. "Normal Operating Conditions" means those service conditions which are within
the control of Grantee. Those conditions which are not within the control of
Grantee include, but are not limited to, natural disasters, civil disturbances, power
outages, telephone network outages, and severe or unusual weather conditions.
Those conditions which are ordinarily within the control of Grantee include, but
are not limited to, special promotions, pay - per -view events, rate increases, regular
peak or seasonal demand periods, and maintenance or upgrade of the System.
Y. "Other Video Programming" means information that a cable operator makes
available to all subscribers generally.
Z. "Pay Television" means the delivery over the System of pay - per - channel or pay -
per- program audio - visual signals to Subscribers for a fee or charge, in addition to
the charge for Basic Cable Service or cable programming services as defined at
47 U.S. C. § 623.
aa. "PEG" means public, educational and governmental.
bb. "Person" is any person, firm, partnership, association, corporation, company, or
other legal entity.
307238/1 4
- cc. "Right -of -Way" or "Rights -of -Way" means the area on, below, or above any real
property in City in which the City has an interest including, but not limited to any
street, road, highway, alley, sidewalk, parkway, park, skyway, or any other place,
area, or real property owned by or under the control of City, including other
dedicated Rights -of -Way for travel purposes and utility easements.
dd. "Right -of -Way Ordinance" means any ordinance codifying requirements
regarding regulation, management and use of Rights -of -Way in City, including
registration and permitting requirements.
ee. "Service Area" or "Franchise Area" means the entire geographic area within the
City as it is now constituted or may in the future be constituted.
ff. "Standard Installation" means any installation which is located up to 125 feet
from the existing distribution system.
gg. "Subscriber" means a member of the general public who receives broadcast
programming distributed by a Cable System and does not further distribute it.
hh. "Television Receiver" means any device exclusive of a "Converter" which is used
by a Subscriber to tune television signals including, but not limited to, standard
television sets, video tape recorders, computer video tuner cards, or similar
devices.
ii. "Video Programming" means programming provided by, or generally considered
comparable to programming provided by, a television broadcast station.
SECTION 2.
GRANT O AUTHORITY PROVISIONS
1. Grant of Franchise. This Franchise is granted pursuant to the terms and conditions
contained herein. Failure of Grantee to provide a System as described herein, or meet the
obligations and comply with all provisions herein, shall be deemed a violation of this
Franchise.
2. Grant of Nonexclusive Authority
a. The Grantee shall have the right and privilege, subject to the permitting and other
lawful requirements of the City ordinance, rule or procedure, to construct, erect,
and maintain, in, upon, along, across, above, over and under the Rights -of -Way in
City a Cable System and shall have the right and privilege to provide Cable
Service. The System constructed and maintained by Grantee or its agents shall
not interfere with other uses of the Rights -of -Way. Grantee shall make use of
existing poles and other above and below ground facilities available to Grantee to
the extent it is technically and economically feasible to do so.
b. Notwithstanding the above grant to use Rights -of -Way, no Right -of -Way shall be
used by Grantee if City determines that such use is inconsistent with the terms,
307238/1 5
conditions, or provisions by which such Right -of -Way was created or dedicated,
or with the present or reasonably anticipated future use of the Right -of -Way.
C. This Franchise shall be nonexclusive, and City reserves the right to grant a use of
said Rights -of -Way to any Person at any time during the period of this Franchise
for the provision of Cable Service. The terms and conditions of any such grant of
use of the Rights -of -Way shall be, when taken as a whole, no less burdensome or
more beneficial than those imposed upon Grantee pursuant to this Franchise.
d. Before granting an additional cable television franchise, the City shall give
written notice to the Grantee of any other proposal to service all or part of the
Franchise area, identifying the applicant for such additional franchise and
specifying the date, time, and place at which the City shall consider and /or
determine whether such additional cable television franchise should be granted.
In the event Grantee believes that the City has entered into an additional cable
television franchise with terms or provisions that are, taken as a whole, more
favorable or less burdensome than the terms set forth in this Franchise, the City
shall, upon request by Grantee, enter into good faith negotiations with the Grantee
to consider modification of the Grantee's Franchise.
3. Lease or Assignment Prohibited. No Person may lease any portion of Grantee's System
for the purpose of providing Cable Service until and unless such Person shall have first
obtained and shall currently hold a valid franchise or other lawful authorization from
City. Any assignment of rights under this Franchise shall be subject to and in accordance
with the requirements of Section 10, Paragraph 5.
4. Franchise Term. This Franchise shall be in effect for a period of fifteen (15) years from
the date of acceptance by Grantee, unless sooner renewed, revoked or terminated as
herein provided.
Previous Franchises. Upon acceptance by Grantee as required by Section 14 herein, this
Franchise shall supersede and replace any previous ordinance, as well as written
agreements between the parties which pre -date this Franchise.
6. Compliance with Applicable Laws Resolutions and Ordinances.
a. The terms of this Franchise shall define the contractual rights and obligations of
Grantee with respect to the provision of Cable Service and operation of the
System in City. However, Grantee shall at all times during the term of this
Franchise be subject to all lawful exercise of the police power, statutory rights,
and eminent domain rights of City. This Franchise may be modified or amended
with the written consent of Grantee and City as provided in Section 13, Paragraph
3 herein.
b. Grantee shall comply with the terms of any City ordinance or regulation of
general applicability which addresses usage of the Rights -of -Way within City,
including any Right -of -Way Ordinance, which may have the effect of
superseding, modifying or amending the terms of Section 3 and /or Section 8
307238/1 6
herein, except that Grantee shall not, through application of such City ordinance
or regulation of Rights -of -Way, be subject to additional burdens with respect to
usage of Rights -of -Way which conflict with federal law or exceed burdens on
similarly situated Rights -of -Way users.
C. In the event of any conflict between Section 3 and/or Section 8 of this Franchise
and any lawful and generally applicable City ordinance or regulation which
addresses usage of the Rights -of -Way, the conflicting terms in Section 3 and/or
Section 8 of this Franchise shall be superseded by such City ordinance or
regulation, except that Grantee shall not, through application of such City
ordinance or regulation of Rights -of -Way, be subject to additional burdens with
respect to usage of Rights -of -Way which conflicts with federal law or exceeds
burdens on similarly situated Rights -of -Way users.
d. In the event any City lawfully and generally applicable ordinance or regulation
which addresses usage of the Rights -of -Way adds to, modifies, amends, or
otherwise differently addresses issues addressed in Section 3 and /or Section 8 of
this Franchise, Grantee shall comply with such ordinance or regulation of general
applicability, regardless of which requirement was first adopted except that
Grantee shall not, through application of such City ordinance or regulation of
Rights -of -Way, be subject to additional burdens with respect to usage of Rights -
of -Way which conflicts with federal law or exceeds burdens on similarly situated
Rights -of -Way users.
e. In the event Grantee cannot determine how to comply with any Right -of -Way
requirement of City, whether pursuant to this Franchise or other requirement,
Grantee shall immediately provide written notice of such question, including
Grantee's proposed interpretation, to City, in accordance with Section 2,
Paragraph 9. City shall provide a written response within seventeen (17) days of
receipt indicating how the requirements cited by Grantee apply. Grantee may
proceed in accordance with its proposed interpretation in the event a written
response is not received within seventeen (17) days of mailing or delivering such
written question.
7. Rules of Grantee. Grantee shall have the authority to promulgate such rules, regulations,
terms and conditions governing the conduct of its business as shall be reasonably
necessary to enable said Grantee to exercise its rights and perform its obligations under
this Franchise and to assure uninterrupted service to each and all of its Subscribers;
provided that such rules, regulations, terms and conditions shall not be in conflict with
Applicable Laws.
8. Territorial Area Involved. This Franchise is granted for the corporate boundaries of City,
as it exists from time to time. Consistent with Section 4, Paragraph 7 hereof, in the event
of annexation by City, or as development occurs, any new territory shall become part of
the territory for which this Franchise is granted; provided, however, that Grantee shall
only be required to extend service beyond its present System boundaries pursuant to
Section 4, Paragraph 8 hereof. Grantee shall be given a reasonable period of time to
307238/1 7
construct and activate cable plant to service annexed or newly developed areas but in no
event to exceed twelve (12) months from notice thereof by City to Grantee and
qualification pursuant to the density requirements of Section 4, Paragraph 8 hereof.
9. Written Notice. All notices, reports, or demands required to be given in writing under
this Franchise shall be deemed to be given when delivered personally to any officer of
Grantee or City's administrator of this Franchise during Normal Business Hours or forty-
eight (48) hours after it is deposited in the United States mail in a sealed envelope, with
registered or certified mail postage prepaid thereon, addressed to the party to whom
notice is being given, as follows:
If to City: City Administrator
City of Mendota Heights
1101 Victoria Curve
Mendota Heights, MN 55118
If to Commission: Executive Director
Northern Dakota County Cable Communications Commission
5845 Blaine Avenue
Inver Grove Heights, MN 55076
If to Grantee: General Manager
MediaOne of St. Paul, Inc.
10 River Park Plaza
St. Paul, MN 55107
Such addresses may be changed by either party upon notice to the other party given as
provided in this section.
10. Ownership of Grantee. Grantee represents and warrants to City and Commission that the
relevant corporate ownership of the Grantee as of the Effective Date of this Franchise is
set forth in Exhibit A hereto.
307238/1 8
SECTION 3.
CONSTRUCTION STANDARDS
Registration Permits, Construction Codes, and Cooperation.
a. Grantee agrees to obtain a permit as required by City prior to removing,
abandoning, relocating or reconstructing, if necessary, any portion of its facilities.
Notwithstanding the foregoing, City understands and acknowledges there may be
instances when Grantee is required to make repairs, in compliance with federal or
state laws, that are of an emergency nature. Grantee shall notify City prior to
such repairs, if practicable, and shall obtain the necessary permits in a reasonable
time after notification to City.
b. Generally applicable fees and reimbursement paid through the permitting process
is separate, and in addition to, any other fees included in the Franchise.
Failure to obtain permits or comply with permit requirements shall be grounds for revocation of
this Franchise, or any lesser sanctions provided herein or in any other Applicable Law.
Grantee shall not open or disturb the surface of any Rights -of -Way or public place for any
purpose without first having obtained a permit to do so in the manner provided by law. All
excavation shall be coordinated with other utility excavation or construction so as to minimize
disruption to the public.
2. Use of existing poles or conduits.
a. Grantee shall utilize existing poles, conduits and other facilities whenever
commercially and technologically feasible, and shall not construct or install any
new, different or additional poles whether on public property or on privately -
owned property until the written approval of City is obtained. No location or any
pole or wire - holding structure of Grantee shall be a vested interest, and any
Grantee poles or structures shall be removed or modified by Grantee at its own
expense whenever City determines that the public convenience would be
enhanced thereby.
b. The facilities of Grantee shall be placed underground where all utility lines are
placed underground.
3. Minimum Interference.
a. Grantee shall use its best efforts to give reasonable prior notice to any adjacent
private property owners who will be negatively affected or impacted by Grantee's
work in the Rights -of -Way.
b. All transmission and distribution structures, lines and equipment maintained by
Grantee shall be located so as to cause minimum interference with the
unencumbered use of Rights -of -Way and other public places except for normal
- and reasonable obstruction and interference which might occur during
307238/1 9
construction and to cause minimum interference with the rights and reasonable
convenience of property owners who adjoin any of the Rights -of -Way and public
places.
4. _Disturbance or damage. Any and all Rights -of -Way, or public or private property, which
are disturbed or damaged during the repair, replacement, relocation, operation,
maintenance, expansion, extension or reconstruction of the System shall be promptly and
fully restored by Grantee, at its expense, to substantially the same condition as that
prevailing prior to Grantee's work, as determined by City. If Grantee shall fail to
promptly perform the restoration required herein, after written request of City and
reasonable opportunity to satisfy that request, City shall have the right to put the Rights -
of -Way, public, or private property back into substantially the same condition as that
prevailing prior to Grantee's work. In the event City determines that Grantee is
responsible for such disturbance or damage and fails to restore as set forth in this section,
Grantee shall be obligated to fully reimburse City for such restoration within thirty (30)
days after its receipt of City's invoice therefor.
5. Temporary Relocation.
a. At any time during the period of the Franchise, Grantee shall, at its own expense,
protect, support, temporarily disconnect, relocate or remove any of its property
when, in the opinion of City, (i) the same is required by reason of traffic
conditions, public safety, Rights -of -Way vacation, City freeway or Rights -of -Way
construction, City alteration to or establishment of any Rights -of -Way or any
facility within the Rights -of -Way, sidewalk, or other public place, including but
not limited to, installation of sewers, drains, waterlines, power lines, traffic signal
lines or transportation facilities; or (ii) a City project or activity makes temporary
disconnection, removal, or relocation necessary or less expensive for City.
b. Grantee shall, on request of any person holding a permit to move a building,
temporarily raise or lower its wires to permit the movement of such buildings.
The actual expense of such temporary removal or raising or lowering of wires
shall be paid by the person requesting the same, and Grantee shall have the
authority to require such payment in advance. Grantee shall be given not less than
ten (10) days advance written notice from such person holding a permit to arrange
such temporary wire alterations.
6. Emergency. Whenever, in case of fire or other emergency, it becomes necessary in the
judgment of the city administrator, police chief, fire chief, or their delegates, to remove or
damage any of Grantee's facilities, no charge shall be made by Grantee against City for
restoration, repair or damages. Notwithstanding the above, Grantee reserves the right to
assert a right of reimbursement or compensation from any responsible party.
7. Tree Trimming. Grantee shall have the authority to trim trees on public Rights -of -Way at
its own expense as may be necessary to protect its wires and facilities, subject to any
required supervision and direction by City. Trimming of trees on private property shall
require consent of the property owner. Any trimming of trees by the Grantee in the
307238/1 10
Rights -of -Way shall be subject to such generally applicable regulation as the city
administrator or other authorized official may establish to protect the public health, safety
and convenience.
8. Protection of Facilities._ Nothing contained in this section shall relieve any Person from
liability arising out of the failure to exercise reasonable care to avoid damaging Grantee's
facilities while performing any work connected with grading, regarding or changing the
line of any Rights -of -Way or public place or the construction or reconstruction of any
sewer or water system.
9. Installation Records. Grantee shall keep accurate installation records, maps or diagrams,
of the location of all facilities in the Rights -of -Way and public ways and furnish them to
City upon request. Grantee shall cooperate with City to furnish, if possible, such
information in an electronic mapping format compatible with the then - current City
electronic mapping format. At the commencement of this Franchise and upon
completion of any further construction or relocation of underground facilities in the
Rights -of -Way and public ways, Grantee shall provide City, if possible, with installation
records in an electronic format compatible with the then - current City electronic mapping
format showing the location of the underground and above ground facilities.
10. Locating Facilities.
a. If, during the design process for public improvements, City discovers a potential
conflict with proposed construction, Grantee shall either: (a) locate and, if
necessary, expose its facilities in conflict or (b) use a location service under
contract with City or State to locate or expose its facilities. Grantee is obligated
to furnish the location information in a timely manner, but in no case longer than
thirty (30) days.
b. City reserves the prior and superior right to lay, construct, erect, install, use,
operate, repair, replace, remove, relocate, regrade, widen, realign, or maintain any
Rights -of -Way, aerial, surface, or subsurface improvement, including but not
limited to water mains, traffic control conduits, sanitary or storm sewers,
subways, tunnels, bridges, viaducts, or any other public construction within the
Rights -of -Way of City limits.
11. City's Rights. Nothing in this Franchise shall be construed to prevent City from
constructing, maintaining, repairing or relocating sewers; grading, paving, maintaining,
repairing, relocating and /or altering any Right -of -Way; constructing, laying down,
repairing, maintaining or relocating any water mains; or constructing, maintaining,
relocating, or repairing any sidewalk or other public work.
12. Facilities in Conflict. If, during the course of a project, City determines Grantee's
facilities are in conflict, then Grantee shall, within a reasonable time, but in no event
exceeding four (4) months, remove or relocate the conflicting facility. This time period
shall begin running upon receipt by Grantee of written notice from City. However, if
307238/1 11
both City and Grantee agree, the time frame may be extended based on the requirements
of the project.
13. Interference with City Facilities The installation, use and maintenance of Grantee's
facilities within the Rights -of -Way and public ways authorized herein shall be in such a
manner as not to unreasonably interfere with City's placement, construction, use and
maintenance of its Rights -of -Way and public ways, Rights -of -Way lighting, water pipes,
drains, sewers, traffic signal systems or other City systems that have been, or may be,
installed, maintained, used or authorized by City.
14. Interference with Utility Facilities. Grantee agrees not to install, maintain or use any of
its facilities in such a manner as to damage or unreasonably interfere with any existing
facilities of a utility located within the Rights -of -Way and public ways of City. Nothing
in this section is meant to limit any rights Grantee may have under Applicable Laws to be
compensated for the cost of relocating its facilities from the utility that is requesting the
relocation.
15. Collocation. To maximize public and employee safety, to minimize visual clutter of
aerial plant, and to minimize the amount of trenching and excavation in and along City
Rights -of -Way and sidewalks for underground plant, Grantee shall make every
commercially reasonable effort to collocate compatible facilities within the Rights -of-
Way subject to the engineering requirements of the owners of utility poles and other
facilities, in the case that relocation or extension of Grantee's facilities is approved or
required by City.
16. Safety Requirements.
a. Grantee shall at all times employ ordinary and reasonable care and shall install,
maintain, and use nothing less than commonly accepted methods and devices for
preventing failures and accidents which are likely to cause damage or injuries.
b. Grantee shall install and maintain its System and other equipment in accordance
with City's codes and the requirements of the National Electric Safety Code and
all other applicable FCC, state and local regulations, and in such manner that they
will not interfere with City communications technology related to health, safety
and welfare of the residents.
C. Cable System structures, lines, equipment and connections in, over, under and
upon the Rights -of -Way of City, wherever situated or located, shall at all times be
kept and maintained in good condition, order, and repair so that the same shall not
menace or endanger the life or property of City or any Person.
307238/1 12
SECTION 4.
DESIGN PROVISI ®NS
1. Minimum Channel Capacity.
a. Upon the Effective Date of this Franchise, Grantee's System has a 750 MHz
capacity and utilizes a hybrid fiber - coaxial architecture. Grantee's System shall
continue to provide and utilize a minimum of 550 MHz for Cable Services and
shall continue to provide for the term of this Franchise a minimum of 750 MHz
capacity.
b. Maintenance of the System shall occur as described in Exhibit C attached hereto.
C. Grantee shall maintain a System capable of providing noel -video Cable Services
such as high -speed data transmission, Internet access, and other competitive
services. It is anticipated that Grantee may use 200 MHz of the total 750 MHz
System capacity for the provision of such services.
d. All final programming decisions remain the discretion of Grantee in accordance
with this Franchise, provided Grantee notifies City and Subscribers in writing
thirty (30) days prior to any channel additions, deletions, or realignments in the
manner and to the extent required by federal law and subject to Grantee's signal
carriage obligations hereunder and pursuant to 47 U.S.C. § 531 -536 and to City's
rights pursuant to 47 U.S.C. § 545. Location and relocation of the PEG Channels
shall be governed by Section 6 and Exhibit B.
2. interruption of Service. To the extent within Grantee's control in the ordinary course of
business, Grantee shall interrupt service only for good cause and for the shortest time
possible. Such interruption shall occur during periods of minimum use of the System
rebuttably presumed to be between the hours of 12:00 a.m. and 6:00 a.m. local time. If
service is interrupted for a total period of more than twenty -four (24) continuous hours to
one or more Subscribers in any thirty (30) day period, those Subscribers shall, upon
request; be credited pro rata for such interruption.
Technical Standards. The technical standards used in the operation of the System shall
comply, at minimum, with the technical standards promulgated by the FCC relating to
Cable Systems pursuant to Title 47, Section 76, Subpart K of the Code of Federal
Regulations, as may be amended or modified from time to time, which regulations are
expressly incorporated herein by reference. In addition, to the maximum extent that the
FCC has not specifically preempted the City's rights to set its own technical standards for
the operation of Grantee's Cable System, Grantee is subject to the technical standards
outlined in Exhibit C, paragraph 5, attached hereto.
4. Special Testing.
a. Throughout the term of this Franchise, City shall have the right to inspect all
construction or installation work performed pursuant to the provisions of the
Franchise. In addition, City may require special testing of a location or locations
307238/1 13
within the System if there is a particular matter of controversy or unresolved
complaints regarding such construction or installation work or pertaining to such
location(s). Demand for such special tests may be made on the basis of
complaints received or other evidence indicating an unresolved controversy or
noncompliance. Such tests shall be limited to the particular matter in controversy
or unresolved complaints. City shall endeavor to so arrange its request for such
special testing so as to minimize hardship or inconvenience to Grantee or to the
Subscribers caused by such testing.
b. Before ordering such tests, Grantee shall be afforded thirty (30) days following
receipt of written notice to investigate and, if necessary, correct problems or
complaints upon which tests were ordered. City shall meet with Grantee prior to
requiring special tests to discuss the need for such and, if possible, visually
inspect those locations which are the focus of concern. If, after such meetings and
inspections, City wishes to commence special tests and the thirty (30) days have
elapsed without correction of the matter in controversy or unresolved complaints,
the tests shall be conducted at Grantee's expense by a qualified engineer selected
by City and Grantee shall cooperate in such testing.
5. Drop Testing and Replacement. Grantee shall insert a 750 MHz carrier or equivalent at a
level lOdb below the video carriers that shall be measured and recorded by Grantee as a
normal procedure during all service and installation calls. In addition, the Drops and
related passive equipment may be inspected to assure that the Drop and passive
equipment can pass the full 750 MHz System capacity. In the event measurement of the
carrier or the inspection demonstrates that a Drop or associated passive equipment does
not pass the full 750 MHz, the Subscriber address will be recorded by Grantee, and
Grantee shall provide City and Commission, or their designees, upon request, a report
indicating the addresses where Drops or associated passive equipment have failed.
Grantee shall replace all failing Drops and /or associated passive equipment at the time
the address upgrades service to a level which requires a signal above the 550 MHz
spectrum at no separate charge to the individual subscriber.
6. FCC Reports. The results of any tests required to be filed by Grantee with the FCC or
placed in Grantee's public inspection file as required by FCC rules, shall also be made
available to City or its designee upon request within ten (10) days of the conduct of the
date of request.
7. Annexation. Upon the annexation of any additional land area by City, the annexed area
shall thereafter be subject to all the terms of this Franchise immediately upon notification
to Grantee of the annexation by City.
8. Line Extension.
a. Grantee shall construct and operate its Cable System to as to provide service to all
parts of its Franchise area as provided in this Franchise and having a density
equivalent to seven (7) dwelling units per one - quarter (1/4) mile of feeder cable as
measured from the nearest active plant if the extension is to be constructed using
307238/1 14
aerial plant, and ten (10) dwelling units per one - quarter (1/4) mile of feeder cable
as measured from the nearest active plant if the extension is to be constructed
using underground plant. The City, for its part, shall endeavor to exercise
reasonable efforts to require developers and utility companies to provide the
Grantee with at least fifteen (15) days advance notice of an available open trench
for the placement of necessary cable.
b. Where the density is less than that specified above, Grantee shall inform Persons
requesting service of the possibility of paying for installation or a line extension
and shall offer to provide them with a free written estimate of the cost, which
shall be provided within fifteen (15) working days of such a request. The charge
for installation or extension for each Person requesting service shall not exceed a
pro rata share of the actual cost of extending the service and Grantee shall not be
obligated to extend its System until seventy -five percent (75 %) of the Persons
requesting service in such area have prepaid their pro rata share of the extension.
C. Any residential unit located within one - hundred twenty -five (125) feet of the
nearest active plant on Grantee's System shall be connected to the System at no
charge other than the standard installation charge. Grantee shall, upon request by
any potential Subscriber residing in City beyond the one hundred twenty -five
(125) foot limit, extend service to such Subscriber provided that the Subscriber
shall pay the net additional Drop costs.
d. Under Normal Operating Conditions, if Grantee cannot perform installations
within the times specified in applicable customer standards, the Subscriber may
request and is entitled to receive a credit equal to the charge for a standard
installation. For any installation that is not a free installation or a standard
installation, Grantee shall provide the Subscriber with a written estimate of all
charges within twelve (12) days of a request by the Subscriber. Failure to comply
will subject Grantee to appropriate enforcement actions. This section does not
apply to the introduction of new products and services when Grantee is utilizing a
phased introduction.
9. Nonvoice Return Capability. Grantee is required to use cable and associated electronics
having the technical capacity for nonvoice return communications.
10. Lockout Device. Upon the request of a Subscriber, Grantee shall make available a
Lockout Device in accordance with Applicable Law.
SECTION 5.
SERVICE PROVISIONS
Regulation of Service Rates. City may regulate rates for the provision of Cable Service,
equipment, or any other communications service provided over the System to the extent
allowed under Applicable Laws. City and Commission reserve the right to regulate rates
for any future services to the extent permitted by Applicable Laws. Any rate regulation
307238/1 15
undertaken by City shall at all times comply with the rate regulations of the FCC at 47
C.F.R. §76.900 et. seq., as may from time to time be amended.
2. Non - Standard Installations. Grantee shall install and provide Cable Service to any
Person requesting other than a Standard Installation provided that said Cable Service can
meet FCC technical specifications. In such case, Grantee may charge for the incremental
increase in material and labor costs incurred beyond the Standard Installation.
3. Sales Procedures. Grantee shall not exercise deceptive sales procedures when marketing
any of its services within City. In its initial communication or contact with a prospective
Subscriber and in all general solicitation materials marketing the Grantee or its services
as a whole, Grantee shall inform the prospective Subscriber of all levels of service
available, including the lowest priced service tiers. Grantee shall have the right to market
door -to -door during reasonable hours consistent with Applicable Laws.
4. Consumer Protection and Service Standards. Grantee shall maintain a convenient local
customer service and bill payment location in Dakota County for receiving subscriber
payments, handling billing questions and equipment replacement. Grantee shall comply
with the following consumer protection standards:
a. Cable System office hours and telephone availability:
i. Grantee will maintain a local, toll -free or collect call telephone access line
which will be available to its Subscribers twenty -four (24) hours a day,
seven (7) days a week.
Trained Grantee representatives will be available to respond to
customer telephone inquiries during Normal Business Hours.
2. After Normal Business Hours, the access line may be answered by
a service or an automated response system, including an answering
machine. Inquiries received after Normal Business Hours must be
responded to by a trained Grantee representative on the next
business day.
ii. Under Normal Operating Conditions, telephone answer time by a
customer representative, including wait time, shall not exceed thirty (30)
seconds when the connection is made. If the call needs to be transferred,
transfer time shall not exceed thirty (30) seconds. These standards shall
be met no less than ninety percent (90 %) of the time under Normal
Operating Conditions, measured on a quarterly basis.
iii. Grantee will not be required to acquire equipment or perform surveys to
measure compliance with the telephone answering standards above unless
an historical record of complaints indicates a clear failure to comply.
iv. Under Normal Operating Conditions, the customer will receive a busy
signal less than three percent (3 %) of the time.
307238/1 16
V. Customer service center and bill payment locations will be open at least
during Normal Business Hours. Payment drop boxes shall be emptied at
least once a day, Monday through Friday, with the exception of legal
holidays, and payments shall be posted to Subscribers' accounts within
forty -eight (48) hours of pick -up. Subscribers shall not be charged a late
fee or otherwise penalized for any failure by the Grantee to empty a drop
box as specified herein, or to properly credit a Subscriber for a payment
timely made. Grantee shall provide subscribers with notice regarding drop
box payment, pick up and posting procedures.
b. Installations, outages and service calls. Under Normal Operating Conditions,
each of the following four standards will be met no less than ninety -five percent
(95 %) of the time measured on a quarterly basis:
i. Standard Installations will be performed within seven (7) business days
after an order has been placed. "Standard" Installations are those that are
located up to one hundred twenty -five (125) feet from the existing
distribution system.
ii. Excluding conditions beyond the control of Grantee, Grantee will begin
working on "service interruptions" promptly and in no event later than
twenty -four (24) hours after the interruption becomes known. Grantee
must begin actions to correct other service problems the next business day
after notification of the service problem.
iii. The "appointment window" alternatives for Installations, service calls, and
other Installation activities will be either a specific time or, at maximum, a
four -hour time block during Normal Business Hours. (Grantee shall
schedule service calls and other Installation activities outside of Normal
Business Hours for the express convenience of the customer.)
iv. Grantee may not cancel an appointment with a customer after the close of
business on the business day prior to the scheduled appointment.
V. If Grantee's representative is running late for an appointment with a
customer and will not be able to keep the appointment as scheduled, the
customer will be contacted. The appointment will be rescheduled, as
necessary, at a time which is convenient for the customer.
vi. For purposes of determining conditions beyond the control of Grantee
under this Section, power outages of Grantee's power supplies or
telephone system may be within the control of Grantee.
C. Communications between Grantee and Subscribers:
i. Notifications to Subscribers:
307238/1 17
Grantee shall provide written information on each of the following
areas at the time of Installation of service, at least annually to all
Subscribers, and at any time upon request:
a. Products and services offered;
b. Prices and options for all levels, including free
programming services and conditions of subscription to
programming and other services;
C. Installation and service maintenance policies;
d. Instructions on how to use the Cable Service;
e. Channel positions of the programming carried on the
System; and
f. Billing and complaint procedures, including the address
and telephone number of the Commission's office.
2. Customers will be notified of any changes in rates, programming
services or channel positions as soon as possible in writing. Notice
must be given to Subscribers a minimum of thirty (30) days in
advance of such changes if the changes are within the control of
Grantee. In addition, the Grantee shall notify Subscribers thirty
(30) days in advance of any significant changes in the other
information required by Section 5, Paragraph 4(c)(i)(1) above.
Grantee shall not be required to provide prior notice of any rate
changes as a result of a regulatory fee, franchise fee, or other fees,
tax, assessment or charge of any kind imposed by any federal
agency, state or franchising authority on the transaction between
the operator and the Subscriber.
ii. Billing:
Bills will be clear, concise and understandable. Bills must be fully
itemized, with itemizations including, but not limited to, basic and
premium service charges and equipment charges. Bills will also
clearly delineate all activity during the billing period, including
optional charges, rebates and credits.
2. In case of a billing dispute, Grantee must respond to a written
complaint from a Subscriber within thirty (30) days.
iii. Refunds: Refund checks will be issued promptly, but no later than either:
The customer's next billing cycle following resolution of the
request or thirty (3 0) days, whichever is earlier, or \!
307238/1 18
2. The return of the equipment supplied by Grantee if Service is
terminated.
iv. Credits: Credits for service will be issued no later than the customer's next
billing cycle following the determination that a credit is warranted.
d. Grantee shall provide City with a quarterly customer service compliance report
which shall, at a minimum, demonstrate Grantee's compliance with the terms and
provisions of this Section 5, Paragraph 4 and any additional customer service
requirements contained in this Franchise, FCC Customer Service Obligations, and
other Applicable Laws, and include a summary by category of Subscriber
complaints summarizing the number and nature of such complaints.
Subscriber Contracts. Grantee shall file with Commission any standard form Subscriber
contract utilized by Grantee. If no such written contract exists, Grantee shall file with the
City a document completely and concisely stating the length and terms of the Subscriber
contract offered to customers. The length and terms of any Subscriber contract(s) shall
be available for public inspection during Normal Business Hours.
6. Refund Policy. In the event a Subscriber establishes or terminates service and receives
less than a full month's service, Grantee shall prorate the monthly rate on the basis of the
number of days in the period for which service was rendered to the number of days in the
billing.
7. Late Fees. Fees for the late payment of bills shall not be assessed by Grantee until after
the service has been fully provided and, then, only if the bill remains unpaid after the
Subscriber is notified of a delinquent balance. Late Fees shall be based on a reasonable
estimate of projected costs to Grantee of late payment of bills and the servicing and
collecting of such accounts.
SECTION 6.
LOCAL CHANNELS AND NETWORK DROP PROVISIONS
Grantee Support for PEG Access. Grantee shall provide the following support for PEG
access within the service area:
a. Provision of the Channels designated in Exhibit B of this Agreement for PEG
access programming at no charge in accordance with the requirements of Exhibit
B.
b. Financial support of PEG access and local origination programming to the extent
specified in Exhibit B of this Agreement.
C. Continuing technical assistance and support for all PEG channels, including line
checks, tests, audio /video adjustments, live feeds, and any other technical issues
related to the PEG channels.
307238/1 19
2. Subscriber Network Drops to Designated Building.
C
a. Grantee shall provide, free of charge, throughout the term of this Franchise,
Installation of one (1) Subscriber network Drop, one (1) cable outlet, one (1)
Converter, if necessary, and the highest level of Cable Service offered by Grantee,
excluding pay per view, pay per channel (premium) programming, high -speed
data services or newly created non -video Cable Services, without charge to the
institutions identified on Exhibit B -1 attached hereto and made a part hereof, and
such other public institutions subsequently designated by City as determined in
City's sole discretion. This requirement shall not include any digital tier of
services Grantee may offer unless and until such time as Grantee's digital
programming reduces the amount of spectrum available for analog programming
to less than approximately eighty (80) channels of analog programming. Grantee
shall be responsible for the costs of extension to subsequently designated
institutions for the first five hundred (500) feet as measured from Grantee's
nearest active plant. The institution shall pay any net additional drop or extension
costs beyond the five hundred (500) feet.
b. Additional subscriber network Drops and /or outlets in any of the locations
identified on Exhibit B -1 will be installed by Grantee at the lowest actual cost of
Grantee's time and material. Alternatively, said institutions may add outlets at
their own expense, as long as such Installation meets Grantee's standards and
approval which approval shall not be unreasonably withheld. Grantee shall have
three (3) months from the date of City designation of additional accredited
schools or public institution(s) or relocations to complete construction of the Drop
and outlet unless weather or other conditions beyond the control of Grantee
requires more time. The provision of Institutional Network service is addressed
separately in Section 7 herein.
C. Grantee shall comply with the August 1, 1995 Social Contract with the FCC, as
amended, with respect to the provision of free service connections and on -line
services to be made available to all public and private schools in the City.
SECTION 7.
INSTITUTIONAL NETWORK (I -NET) PROVISIONS
Institutional Network Facilities and Capacity; Cost Recovery by Grantee.
a. The Grantee shall construct an institutional network which at the outset, consists
of the following infrastructure: (i) bi- directional minimum six (6) count fiber
optic lines in a ring and/or a star architecture to the locations within the NDC4
franchise area as listed in Exhibit G ( "I -Net user sites ") as designated as primary
sites by the Commission, (ii) bi- directional fiber optic lines in a star architecture
from certain primary sites to certain secondary sites, as designated by the
Commission and in a minimum quantity consisting of a four (4) count fiber per
site and (iii) a minimum of a two (2) count BFC network per node to certain other
secondary sites, as designated by the Commission. Within the first ninety (90)
307238/1 20
days from the effective date of this franchise, Grantee shall provide the
Commission with a complete, detailed design and cost estimate for the I -Net
infrastructure described above. Within ninety (90) days thereafter, the
Commission shall work with I -Net users to review the design and cost estimate,
and provide changes to the Grantee for incorporation into the final I -Net design.
Final architecture, site designation, fiber count of (i), (ii), (iii) subject to
Commission or designee approval. The Grantee shall only begin work on
construction of the I -Net once final approval is received from the Commission,
and shall complete I -Net construction within twenty -one (2 1) months from the
effective date of this franchise. Some portions of the I -Net will be activated prior
to final completion. The institutional network shall have the infrastructure (and,
where noted, the equipment) that provides the capability to transmit any and all
signals between the sites listed in Exhibit G.
b. I -Net Users may not sell or resell services or capacity to any third party.
However, I -Net Users may provide services to themselves, including those which
the Grantee otherwise sells to others (for example, an institution may provide
Internet service to itself or to other institutions that the Grantee sells to others).
The limitations of this paragraph shall not prevent the City or the Commission
from subleasing, bartering, selling, reselling or giving away capacity on the
Institutional Network to any other public or nonprofit entity for noncommercial
purposes that do not directly compete with any products or services offered by the
Grantee.
C. The City or the institutions listed on Exhibit G ( "I -Net Users ") shall be
responsible for reimbursing Grantee for its Actual Cost of constructing and
maintaining all portions of the I -Net required by this Section 7. The institutions
listed in Exhibit G (the "I -Net Users ") shall not be charged by the Grantee for
usage of the Institutional Network. The City or other I -Net users may elect to pay
the Actual Cost of the I -Net on a monthly basis, appropriately amortized over the
life of the franchise. The terms and conditions of such payment option will be
reflected in an I -Net service agreement to be developed prior to construction of
the I -Net. Such terms and conditions must be in accordance with the other
provisions of this section and associated exhibits. If future I -Net sites are
identified and activated under Section 7, Paragraph 3 below, Grantee shall submit
an invoice for those construction costs in a manner similar to submission of the
initial construction costs of the I -Net.
d. "Actual Cost ", as used in this section, means the incremental cost to the Grantee
of materials and capitalized labor necessary to install and construct fiber optic
lines, coaxial cable, and/or equipment together with the most recent return on
investment authorized by the FCC. For fiber infrastructure that was in place prior
to the effective date of this Franchise, Actual Cost shall include only fifty percent
(50 %) of Grantee's incremental cost of Grantee materials devoted to the I -Net but
not the cost of installation of such materials.
307238/1 21
e. Except as provided in this Section 7, I -Net Users connected to the I -Net via fiber
or HFC shall be responsible for any end -user or interface equipment needed for
transmission or reception of signals. However, Grantee shall provide at no
charge, upon request and at the time necessary for use, modulators and associated
fiber optic signal transmission and reception equipment for single channel return
purposes for each public and private accredited educational institution, each city
hall and the Commission's office, as approved by the City and/or Commission
(Note: Grantee presently maintains several modulators at the Commission's office
to facilitate various cablecasting requirements; these modulators must be
maintained throughout the term of the Franchise). With respect to non -video end -
user equipment, upon request by a designated institution, Grantee must either
lease the equipment requested to the requesting.institution or make reasonable
efforts to arrange for the lease of such equipment. Within 30 days of a written
request, Grantee must notify the requesting institution in writing of its ability or
inability to lease the requested equipment and the terms of such lease. City, its
designee, or the requesting institution may purchase or lease the equipment from
any vendor.
f. All I -Net Users shall be connected via fiber optic lines or a combination of fiber
optics and coaxial cable as determined by the Commission to a hub located within
the NDC4 System. The I -Net architecture shall facilitate transmission of all
required signals within City boundaries, transmission of signals beyond City
boundaries within the NDC4 area, and transmission of signals to other networks
in the Twin Cities area. The Grantee shall provide and install all equipment and )
infrastructure necessary, which is reimbursable to Grantee under same terms and
conditions set forth in Section 7, Paragraph l.c., to achieve the required level of
interconnection with other Twin Cities area I -Nets provided by Grantee.
Specifically, this includes, but is not limited to, interconnecting the NDC4 area I-
Net with I -Nets that have been or may be constructed in Burnsville/Eagan, the
NSCC area and Hastings. Grantee shall also work with the Commission to
establish interconnects with the cable system in Apple Valley and with the
Connecting Minnesota Network.
g. I -Net equipment at the hub(s) shall be connected to a gas powered generator
capable of providing continuous electrical power, or equivalent, and to an
uninterruptible power supply that both conditions commercial power and provides
for zero transfer time between normal commercial power and hub back -up
generators.
2. Hybrid Fiber- Coaxial Portions of the Institutional Network.
a. The hybrid fiber - coaxial ( "HFC ") portion of the I -Net shall provide 450 MHZ of
activated capacity (5 -- 42 MHZ for upstream channels and 54 -450 MEZ for
downstream channels) to the HFC I -Net Sites. The HFC I -Net shall have fiber
introduced into it to limit amplifier cascades to no more than five (5).
307238/1 22
b. All I -Net distribution system power supplies shall have the standby capability of
providing at least three (3) hours of backup power and shall have status
monitoring installed in them. Prior to battery failure, the Grantee shall connect I-
Net Node power supplies to portable generators capable of producing adequate
electrical current until commercial power is restored.
3. Future Fiber to the Institution Requirements.
a. The City or Commission may identify certain I -Net sites that will not be activated
at the time the initial I -Net is activated. So long as such sites are located on the I-
Net User Sites List, Grantee agrees to include splice points and splice point
housings on those portions of the system where additional fiber will need to be
deployed or additional connections will need to be made. Upon notification from
the City, the Grantee will provide cost estimates within ninety (90) days of a
request by the Grantor for I -Net extension to the additional sites.
b. The City or Commission may also identify sites following completion and
activation of the I -Net. Estimated costs for serving those sites will be provided
within ninety (90) days of notification by the City or Commission. If an
extension of the I -Net is required to serve the site, Grantee will make the I -Net
available within one hundred twenty (120) days from the initial request. The
fiber -optic lines required by Section 7 shall be passively terminated to standard
connectors at the patch panel of the telephone equipment room of each site or at
another designated location.
4. Grantee's Use of I -Net Capacity. The I -Net shall be for the exclusive use of the City, the
Commission and I -Net Users throughout the term of the Franchise, or any renewal or
extension thereof. Notwithstanding the foregoing, the Grantee may use capacity on the I-
Net, including for lease or other commercial purposes, provided that the City, the
Commission and I -Net Users are not using such capacity and further provided that the
Grantee's use does not interfere with use of the I -Net by the City, the Commission or I-
Net Users. Upon receiving oral or written notice from the Commission, the Grantee or a
lessee shall immediately cease using the I -Net for any purpose that the Commission, in its
sole discretion, determines is interfering with I -Net Users' communications. The Grantee
or a lessee may appeal any determination of Commission concerning I -Net interference to
the City within ten (10) days of the date that the requisite notice is received by the
Grantee. Any such appeal shall: (i) be in writing; (ii) list the reasons that the
Commission's determination regarding interference with I -Net Users' communications is
incorrect; and (iii) include any other information the Grantee or a Lessee wishes the City
to consider. Within forty -five (45) calendar days of receiving a written appeal under this
paragraph, the City shall: (i) determine whether the Commission's conclusion that the
Grantee or lessee was interfering with I -Net Users' communications was justified; and
(ii) inform the Grantee or lessee in writing of its findings. This provision shall not limit
any other appeal rights of Grantee. Use of the I -Net by the City, the Commission and I-
Net Users shall, at all times, have priority over any use(s) by the Grantee or any lessee.
The Grantee or a lessee shall terminate its use of any channel capacity on the I -Net within
six (6) months after receiving notice from the Commission that the City, the Commission,
307238/1 23
or any I -Net User has determined to use such capacity. Any agreement entered into by
the Grantee and a third party for the lease of I -Net capacity shall be subject to the terms
and conditions of this Franchise.
5. I -Net Performance Standards.
a. The Grantee shall maintain the I -Net in accordance with technical and
performance standards set forth in Exhibit D (Minimum I -Net Performance
Standards). The Grantee shall provide the City, or its designee, upon request,
with reports of the performance of the I -Net and the Grantee's compliance with
the aforementioned technical and performance standards.
b. If at any time, the performance of the I -Net is not in compliance with pertinent
technical and performance standards, and continues to be- in non - compliance for a
period of fifteen (15) days after notice and opportunity to correct is given to
Grantee, then affected City or other I -Net Users may cease payment until the non-
compliance situation is resolved.
C. City or I -Net Users may ultimately terminate their use of and payment for I -Net
infrastructure based on repeated, demonstrated non - performance or non -
compliance by Grantee with the terms of this Section 7 and the associated
Exhibits, after giving Grantee notice and opportunity to correct the problem
causing non - performance or non - compliance. Grantee will also be liable for all
other applicable non - compliance penalties contained in the Franchise.
6. Completion of the Institutional Network. Construction of the Institutional Network
pursuant to this Section 7 shall be deemed completed upon satisfaction of the following:
a. The Grantee shall notify the City, or its designee, in writing at least ten (10) days
in advance of completion of construction of each I -Net Node, I -Net site on the
ring, I -Net star connection, and HFC end -of -line. The notice shall include the
date the Grantee is prepared to conduct an OTDR test at 1550 nm and 1310 nm
end -to -end, RF noise, distortion and peak -to- valley tests according to FCC rules,
NCTA Recommended Practices and other acceptable test methodologies and
other applicable tests. The Commission, or its designee, shall have the option of
attending any test conducted pursuant to this paragraph. All tests must be
successfully completed. The fiber optic test shall be deemed successfully
completed if the optical performance standards in Exhibit D are met or bettered.
The coaxial tests shall also be deemed successfully completed if the specifications
detailed in Exhibit D are met or exceeded.
b. The City, or its designee, shall also have the option of conducting a physical
inspection of the construction and connections to each I -Net site and each I -Net
Node. This inspection shall be conducted no later than the date of the test in
Paragraph a.
307238/1 24
C. After completing installation to each I -Net site or each I -Net Node, the Grantee
shall provide the following documentation to the City or its designee: splice
locations, panel numbers, cable numbering schemes, location of splitters, location
of all RF actives and passives, OTDR, other optical, RF and coaxial test results
and documentation, and any other pertinent documentation.
7. Institutional Network Security. The Grantee and the City shall at all times use reasonable
efforts to protect the security of the Institutional Network. For purposes of this
paragraph, "to protect security" means to protect those physical elements of the
Institutional Network under the party's direct control from unauthorized intrusion, signal
theft, tampering, wiretapping or other actions that might: (i) compromise the integrity of
or degrade the signals carried over the Institutional Network; or (ii) result in the
unauthorized interception and disclosure of information. Grantee's hub site shall be
made available, upon request, for placement and operation of end user supplied
equipment.
S. Institutional Network Repair and Maintenance.
a. The Grantee shall maintain, repair, reconstruct and, as necessary, replace the fiber
optic or HFC portions of the I -Net and shall recover the Actual Cost for such
activities from the City and I -Net Users, as set forth in Section 7, Paragraph 1.
b. The Grantee shall maintain, repair, reconstruct, and, as necessary, replace portions
of the Institutional Network plant, as described in subsection (i) and (ii) below,
during the term of this Franchise or any extension thereof'
Preventative and routine maintenance of the I -Net shall be performed in
the same timeframe and in the same fashion as routine and preventative
maintenance are performed for the Grantee's subscriber network. Actual
or potential problems discovered during the course of preventative and
routine maintenance shall be immediately reported to the Commission.
After informing the Commission of an actual or potential problem, the
Grantee shall, within a reasonable period of time, prepare and transmit a
report to the Commission describing the corrective action, if any, that was
or will be taken.
ii. Within ten (10) minutes of receiving notice or otherwise learning of a
maintenance or repair problem, the Grantee's technicians shall begin
actively working on the problem. The Grantee shall work on the problem
continuously until it is resolved. Notwithstanding the above, the Grantee
shall meet the network availability standard described in Exhibit D for
each site on the I -Net.
9. Institutional Network Ownership. The I -Net is a dedicated transmission path owned and
maintained by the Grantee and governed by this Agreement. The obligations for
provision of the I -Net will convey to all successors and assigns. If at any time, the I -Net
is considered abandoned as such is defined in this Franchise, ownership shall convey to
307238/1 25
the City at the City's discretion. The City and the sites to which infrastructure is
provided via the I -Net will use the I -Net in accordance with the limitations of this
Franchise.
SECTION
Delegated- Authority. City may delegate to any other body or Person authority to
administer the Franchise and to monitor the performance of Grantee pursuant to the
Franchise. Grantee shall cooperate with any such delegates of City.
2. Administration of Franchise. Commission or any designee thereof shall have continuing
regulatory jurisdiction and supervision over the System and Grantee's operation under
the Franchise. Commission, or its designee, may issue such reasonable rules and
regulations concerning the construction, operation and maintenance of the System as are
consistent with the provisions of the Franchise and Applicable Law.
3. Franchise Fee.
a. During the term of the Franchise, Grantee shall pay quarterly to City or its
delegates a Franchise Fee in an amount equal to five percent (5 %) of its quarterly
Gross Revenues.
b. Any payments due under this provision shall be payable quarterly. The pyments
shall be made on April 30th (1" qtr.) July 31st (2nd qtr.) October 31st (3r qtr.) and
January 31st (4d` qtr.), together with a report showing the basis for the
computation in form and substance substantially the same as Exhibit E attached
hereto.
All amounts paid shall be subject to audit and recomputation by City and
acceptance of any payment shall not be construed as an accord that the amount
paid is in fact the correct amount.
4. Not Franchise Fees.
a. Grantee acknowledges and agrees that the Franchisee Fees payable by Grantee to
City pursuant to this section shall take precedence over all other payments,
contributions, services, equipment, facilities, support, resources or other activities
to be provided or performed by Grantee pursuant to this Franchise and that the
Franchise Fees provided for in this section of the Franchise shall not be deemed to
be in the nature of a tax, and shall be in addition to any and all taxes of general
applicability and other fees and charges which do not fall within the definition of
a franchise fee under 47 U.S.C. § 542.
b. Grantee shall not apply or seek to apply or make any claim that all or any part of
the Franchise Fees or other payments or contributions to be made by Grantee to
City pursuant to this Franchise shall be deducted from or credited or offset against
any taxes, fees or assessments or general applicability levied or imposed by City
307238/1 26
or any other governmental authority, including any such tax, fee or assessment
imposed on both utilities and cable operators or their services that does not fall
within the definition of a franchise fee under 47 U.S.C. § 542.
C. Grantee shall not apply or seek to apply all or any part of any taxes, fees or
assessments of general applicability levied or imposed by the City or any other
governmental authority (including any such tax, fee or assessment imposed on
both utilities and cable operators or their services) that do not fall within the
definition of a franchise fee under 47 U.S.C. § 542 as a deduction or other credit
from or against any of the Franchise Fees or other payments or contributions to be
paid or made by Grantee to City pursuant to this Franchise which shall be deemed
to be separate and distinct obligations of Grantee.
5. Access to Records. City shall have the right to inspect, upon reasonable notice and
during Normal Business Hours, or require Grantee to provide within a reasonable time,
copies of any records maintained by Grantee which 'relate to System operations including
specifically Grantee's accounting and financial records.
6. Reports and Maps to be Filed with City.
a. Grantee shall prepare and furnish to City, at the times and in the form. prescribed,
such other reasonable reports with respect to Grantee's operations pursuant to this
Franchise as City may require.
b. Subject to reasonable confidentiality protections pursuant to Section 13,
Paragraph 8 herein, Grantee shall, if required by Commission, furnish to and file
with Commission maps, plats, and permanent records of the location and
character of all facilities constructed, including underground facilities, and
Grantee shall file with Commission updates of such maps, plats and permanent
records annually if changes have been made in the System.
7. Periodic Evaluation.
a. City may require evaluation sessions at any time during the term of this Franchise,
but in no event more than once per calendar year, upon thirty (30) days written
notice to Grantee.
b. Topics which may be discussed at any evaluation session may include, but are not
limited to, application of new technologies, System performance, programming
offered, access Channels, facilities and support, municipal uses of cable,
subscriber rates, customer complaints, amendments to this Franchise, judicial
rulings, FCC rulings, line extension policies and any other topics City deems
relevant.
C. As a result of a periodic review or evaluation session, upon notification from City,
Grantee shall meet with City and undertake good faith efforts to reach agreement
on changes and modifications to the terms and conditions of the Franchise which
are both economically and technically feasible.
307238/1 27
SECTION 9.
GENERAL FINANCIAL AND INSURANCE PROVISIONS
Performance Bond.
a. At the time the Franchise becomes effective and at all times thereafter, City
reserves the right to impose on Grantee an obligation to file with Commission, on
behalf of all Member Cities, a bond in the amount of $100,000.00 in a form and
with such sureties as reasonably acceptable to Commission. This bond will be
conditioned upon the faithful performance by the Grantee of its Franchise
obligations and upon the further condition that in the event Grantee shall fail to
comply with any law, ordinance or regulation governing the Franchise, there shall
be recoverable jointly and severally from the principal and surety of the bond any
damages or loss suffered by City as a result, including the full amount of any
compensation, indemnification or cost of removal or abandonment of any
property of Grantee, plus a reasonable allowance for attorneys' fees and costs, up
to the full amount of the bond, and further guaranteeing payment by the Grantee
of claims, liens and taxes, due City which arise by reason of the construction,
operation, or maintenance of the System. The rights reserved by City with respect
to the bond are in addition to all other rights City may have under the Franchise or
any other law. City may, from year to year, in its sole discretion, reduce the
amount of the bond.
b. The time for Grantee to correct any violation or liability, shall be extended by
City if the necessary action to correct such violation or liability is, in the sole
determination of City, of such a nature or character as to require more than thirty
(30) days within which to perform, provided Grantee provides written notice that
it requires more than thirty (30) days to correct such violations or liability,
commences the corrective action within the thirty (30) day period and thereafter
uses reasonable diligence to correct the violation or liability.
C. In the event this Franchise is revoked by reason of default of Grantee, City shall
be entitled to collect from the performance bond that amount which is attributable
to any damages sustained by City as a result of said default or revocation.
d. Grantee shall be entitled to the return of the performance bond, or portion thereof,
as remains sixty (60) days after the expiration of the term of the Franchise or
revocation for default thereof, provided City has not notified Grantee of any
actual or potential damages incurred as a result of Grantee's operations pursuant
to the Franchise or as a result of said default.
e. The rights reserved to City with respect to the performance bond are in addition to
all other rights of City whether reserved by this Franchise or authorized by law,
and no action, proceeding or exercise of a right with respect to the performance
bond shall affect any other right City may have.
C
307238/1 28
2. Security Fund.
a. At the time this Franchise becomes effective, Grantee shall deposit into a bank
account, established by Commission on behalf of all Member Cities, and maintain
on deposit throughout the term of this Franchise, the sum of fifty thousand dollars
($50,000) as a common security fund for the faithful performance by it of all the
provisions of this franchise and all other franchises which combine to make up the
System (hereinafter "Security Fund "). In compliance with all orders, permits and
directions, of any Member City or Commission and the payment by Grantee of
any claim, liens and taxes due City which arise by reason of the construction,
operation or maintenance of the System. Interest accrued on this deposit shall be
paid to Grantee on a quarterly basis provided that all requirements of this section
have been complied with by Grantee. Provisions shall be made to permit the
Commission to withdraw funds from the Security Fund. Grantee shall not use the
Security Fund for other purposes and shall not assign, pledge, or otherwise use the
Security Fund as security for any purpose.
b. In addition to recovery of any monies owed by Grantee to City or any Person or
damages to City or any Person as a result of any acts or omissions by Grantee
pursuant to the Franchise, City in its sole discretion may charge to and collect
from the Security Fund the following penalties:
i. For failure to timely complete System upgrades as provided in this
Franchise unless City approves the delay, the penalty shall be $500.00 per
day for each day, or part thereof, such failure occurs or continues.
ii. For failure to provide data, documents, reports or information or to
cooperate with City during an application process or system review or as
otherwise provided herein, the penalty shall be $250.00 per day for each
day, or part thereof, such failure occurs or continues.
iii. Fifteen (15) days following notice from City of a failure of Grantee to
comply with construction, operation or maintenance standards, the penalty
shall be $500.00 per day for each day, or part thereof, such failure occurs
or continues.
iv. For failure to provide the services Grantee has proposed, including, but
not limited to, the implementation and the utilization of the PEG access
channels and the maintenance and/or replacement of the equipment and
other facilities, the penalty shall be $500.00 per day for each day, or part
thereof, such failure occurs or continues.
V. For Grantee's breach of any written contract or agreement with or to City
or its designee, the penalty shall be $500.00 per day for each day, or part
thereof, such breach occurs or continues.
vi. For failure to comply with any of the provisions of this Franchise, or other
Applicable Laws for which a penalty is not otherwise specifically
307238/1 29
provided pursuant to this Paragraph c., the penalty shall be $250.00 per
day for each day, or part thereof, such failure occurs or continues.
C. Each violation of any provision of this Franchise shall be considered a separate
violation for which a separate penalty can be imposed.
d. Whenever City finds that Grantee has violated one or more terms, conditions or
provisions of this Franchise, or for any other violation contemplated in
Subparagraph b. above, a written notice shall be given to Grantee informing it of
such violation. At any time after thirty (30) days (or such longer reasonable time
which, in the sole determination of City, is necessary to cure the alleged violation)
following local receipt of notice, provided Grantee remains in violation of one or
more terms, conditions or provisions of this Franchise, in the sole opinion of City,
City may draw from the Security Fund all penalties and other monies due City
from the date of the local receipt of notice.
e. Grantee may, within seven (7) days of receipt of such written notice, notify City
in writing that there is a dispute as to whether a violation or failure has in fact
occurred. Such written notice by Grantee to City shall specify with particularity
the matters disputed by Grantee. City shall hear Grantee's dispute within sixty
(60) days and render a final decision within sixty (60) days thereafter.
If Grantee does not dispute the alleged violation or upon the determination of City
that a violation has taken place, subject to Grantee's right to seek any applicable
judicial review, City may draw from the security fund an amount to cover any \
failure of Grantee to pay penalties accrued but unpaid after seven (7) days written
notice of such final determination.
f. If said Security Fund or any subsequent Security Fund delivered pursuant thereto
expires prior to thirty (30) months after the expiration of the term of this
Franchise, it shall be renewed or replaced during the term of this Franchise to
provide that it will not expire earlier than thirty (30) months after the expiration of
this Franchise. The renewed or replaced Security Fund shall be of the same form
and with a bank authorized herein and for the full amount stated in Paragraph a. of
this section.
g. If City draws upon the Security Fund or any subsequent Security Fund delivered
pursuant hereto, in whole or in part, Grantee shall replace or replenish to its full
amount the same within ten (10) days and shall deliver to City a like replacement
Security Fund or certification of replenishment for the full amount stated in
Paragraph A of this section as a substitution of the previous Security Fund. This
shall be a continuing obligation for any draws upon the Security Fund.
h. If any Security Fund is not so replaced or replenished, City may draw on said
Security Fund for the whole amount thereof and use the proceeds as City
determines in its sole discretion. The failure to replace or replenish any Security
- - - Fund may also, at the option of the City and/or Commission, be deemed a default
307238/1 30
i by Grantee under this Franchise. The drawing on the Security Fund by City, and
use of the money so obtained for payment or performance of the obligations,
duties and responsibilities of Grantee which are in default, shall not be a waiver or
release of such default.
The collection by City of any damages, monies or penalties from the Security
Fund shall not affect any other right or remedy available to City, nor shall any act,
or failure to act, by City pursuant to the Security Fund, be deemed a waiver of any
right of City pursuant to this Franchise or otherwise.
3. Liability Insurance.
a. Upon the Effective Date, Grantee shall, at its sole expense take out and maintain
during the term of this Franchise public liability insurance with a company
licensed to do business in the state of Minnesota with a rating by A.M. Best & Co.
of not less than "A" that shall protect Grantee, Commission, City and the
Commission's and the City's officials, officers, directors, employees and agents
from claims which may arise from operations under this Franchise, whether such
operations be by Grantee, its officials, officers, directors, employees and agents or
any subcontractors of Grantee. This liability insurance shall include, but shall not
be limited to, protection against claims arising from bodily and personal injury
and damage to property, resulting from Grantee's vehicles, products and
operations. The amount of insurance for single limit coverage applying to bodily
and personal injury and property damage shall not be less than Two Million
Dollars ($2,000,000.00). The following shall be included in the certificate:
i. The policy shall provide coverage on an "occurrence" basis.
ii. The policy shall cover personal injury as well as bodily injury.
iii. Broad form property damage liability shall be afforded.
The following endorsements shall be attached to the liability policy:
i. City shall be listed as an additional insured on the policy.
ii. An endorsement shall be provided which states that the coverage is
primary insurance subject to the indemnification clause and that no other
insurance maintained by the Grantor will be called upon to contribute to a
loss under this coverage.
iii. Standard form of cross - liability shall be afforded.
iv. An endorsement stating that the policy shall not be canceled without thirty
(30) days notice of such cancellation given to City.
307238/1 31
b. Grantee shall submit to City documentation of the required insurance, including a
certificate of insurance signed by the insurance agent and companies named, as
well as all properly executed endorsements.
4. Indemnification
a. Grantee shall indemnify, defend and hold City and Commission, its officers,
boards, commissions, agents and employees (collectively the "Indemnified
Parties ") harmless from and against any and all lawsuits, claims, causes or action,
actions, liabilities, demands, damages, judgments, settlements, disability, losses,
expenses (including attorney's fees and disbursements of counsel) and costs of
any nature that any of the Indemnified Parties may at any time suffer, sustain or
incur arising out of, based upon or in any way connected with the Grantee's
operations, the exercise of the Franchise, the breach of Grantee of its obligations
under this Franchise and/or the activities of Grantee, it subcontractor, employees
and agents hereunder. Grantee shall be solely responsible for and shall
indemnify, defend and hold the Indemnified Parties harmless from and against
any and all matters relative to payment of Grantee's employees, including
compliance with Social Security and withholdings.
b. The indemnification obligations of Grantee set forth in this Franchise not limited
in any way by the amount or type of damages or compensation payable by or for
Grantee under Workers' Compensation, disability or other employee benefit acts,
acceptance of insurance certificates required under this Franchise or the terms,
applicability or limitations of any insurance held by Grantee.
C. City and /or Commission does not, and shall not, waive any rights against Grantee
which it may have by reason of the indemnification provided for in this Franchise,
because of the acceptance by City, or the deposit with City by Grantee, of any of
the insurance policies described in this Franchise.
d. The indemnification of City and Commission by Grantee provided for in this
Franchise shall apply to all damages and claims for damages of any kind suffered
by reason of any of Grantee's operations referred to in this Franchise, regardless
of whether or not such insurance policies shall have been determined to be
applicable to any such damages or claims for damages.
e. Grantee shall not be required to indemnify City and Commission for negligence
or misconduct on the part of the City and the Commission or its officials, boards,
commissions, agents, or employees, including any loss claims related to public
access channels in which City and/or Commission participate subject to
applicable state and federal statutory limitations.
Grantee's Insurance.
Grantee shall not commence any Cable System reconstruction work or permit any
subcontractor to commence work until all insurance required under this Franchise has
307238/1 32
been obtained. Said insurance shall be maintained in full force and effect until the
expiration of this Franchise.
SECTION 10.
SALE, ABANDONMENT, TRANSFER AND REVOCATION OF FRANCHISE
1. City's Right to Revoke.
a. In addition to all other rights which City has pursuant to law or equity, City
reserves the right to commence proceedings to revoke, terminate or cancel this
Franchise, and all rights and privileges pertaining thereto, if it is determined by
City that:
i. Grantee has violated material provisions(s) of this Franchise; or
ii. Grantee has attempted to evade any of the provisions of the Franchise; or
iii. Grantee has practiced fraud or deceit upon City.
b. City may revoke this Franchise without the hearing otherwise required herein if
Grantee is adjudged a bankrupt.
2. Procedures for Revocation.
a. City and /or Commission shall provide Grantee with written notice of a cause for
revocation and the intent to revoke and shall allow Grantee thirty (30) days
subsequent to receipt of the notice in which to correct the violation or to provide
adequate assurance of performance in compliance with the Franchise. In the
notice required therein, City and /or Commission shall provide Grantee with the
basis of the revocation.
b. Grantee shall be provided the right to a public hearing affording due process
before the City Council and/or Commission prior to the effective date of
revocation, which public hearing shall follow the thirty (30) day notice provided
in subparagraph (a) above. City and /or Commission shall provide Grantee with
written notice of its decision together with written findings of fact supplementing
said decision.
C. Only after the public hearing and upon written notice of the determination by City
to revoke the Franchise may Grantee appeal said decision with an appropriate
state or federal court or agency.
d. During the appeal period, the Franchise shall remain in full force and effect unless
the term thereof sooner expires or unless continuation of the Franchise would
endanger the health, safety and welfare of any person or the public.
3. Abandonment of Service. Grantee may not abandon the System or any portion thereof
-- without having first given three (3) months written notice to City and /or Commission.
307238/1 33
Grantee may not abandon the System or any portion thereof without compensating City
for damages resulting from the abandonment, including all costs incident to removal of
the System.
4. Removal After Abandonment Termination or Forfeiture.
a. In the event of termination or forfeiture of the Franchise or abandonment of the
System, City shall have the right to require Grantee to remove all or any portion
of the System from all Rights -of -Way and public property within City.
b. If Grantee has failed to commence removal of System, or such part thereof as was
designated by City, within thirty (30) days after written notice of City's demand
for removal is given, or if Grantee has failed to complete such removal within
twelve (12) months after written notice of City's demand -for removal is given,
City shall have the right to apply funds secured by the Security Fund and
Performance Bond toward removal and/or declare all right, title, and interest to
the System to be in City with all rights of ownership including, but not limited to,
the right to operate the System or transfer the System to another for operation by
it.
Sale or Transfer of Franchise.
a. No sale or transfer of the Franchise, or sale, transfer, or fundamental corporate
change of or in Grantee, including, but not limited to, a fundamental corporate
change in Grantee's parent corporation or any entity having a controlling interest
in Grantee, the sale of a controlling interest in the Grantee's assets, a merger,
including the merger of a subsidiary and parent entity, consolidation, or the
creation of a subsidiary or affiliate entity, shall take place until a written request
has been filed with City requesting approval and such approval has been granted
or deemed granted; provided, however, that said approval shall not be required
where Grantee grants a security interest in its Franchise and /or assets to secure an
indebtedness. Upon notice to Commission, Grantee may undertake legal changes
necessary to consolidate the corporate or partnership structures of its
Minnesota/Wisconsin Systems provided there is no change in the controlling
interests which could materially alter the financial responsibilities for the Grantee
and such changes do not otherwise trigger review under Minnesota Statutes
Section 238.083.
b. Any sale, transfer, exchange or assignment of stock in Grantee, or Grantee's
parent corporation or any other entity having a controlling interest in Grantee, so
as to create a new controlling interest therein, shall be subject to the requirements
of this Section 10, Paragraph 5. The term "controlling interest" as used herein is
not limited to majority stock ownership, but includes actual working control in
whatever manner exercised.
C. The Grantee shall file, in addition to all documents, forms and information
required to be filed by applicable law, the following:
307238/1 34
i. All contracts, agreements or other documents that constitute the proposed
transaction and all exhibits, attachments, or other documents referred to
therein which are necessary in order to understand the terms thereof
(Confidential, trade, business, pricing or marketing information, or
information not otherwise publicly available may be redacted) pursuant to
the Procedures for Handling Trade Secret and Privileged Data to be
adopted by the Commission.
ii. A list detailing all documents filed with any state or federal agency related
to the transaction including, but not limited to, the NTUC, the FCC, the
FTC, the FEC, the SEC or NINDOT. Upon request, Grantee shall provide
City with a complete copy of any such document.
d. City shall have such time as is permitted by federal law in which to review a
transfer request.
As agreed to by Grantee in its previous franchise with City, Grantee shall
reimburse City for all the legal, administrative, and consulting costs and fees
associated with City's review of any request to transfer. Nothing herein shall
prevent Grantee from negotiating partial or complete payment of such costs and
fees by the transferee. Grantee may not itemize any such reimbursement on
Subscriber bills, but may recover such expenses in its subscriber rates if permitted
by Applicable Laws.
f. In no event shall a sale, transfer, corporate change, or assignment of ownership or
control pursuant to this Section 10, Paragraph 5.a. or b., be approved without the
transferee becoming a signatory to this Franchise and assuming all rights and
obligations thereunder, and assuming all other rights and obligations of the
transferor to the City including, but not limited to, any adequate guarantees or
other security instruments provided by the transferor.
g. In the event of any proposed sale, transfer, corporate change, or assignment
pursuant to this Section 10, Paragraph 5.a. or b., City shall have the right to
purchase the System for the value of the consideration proposed in such
transaction. City's right to purchase shall arise upon City's receipt of notice of
the material terms of an offer or proposal for sale, transfer, corporate change, or
assignment, which Grantee has accepted. Notice of such offer or proposal must
be conveyed to City in writing and be separate from any general announcement of
the transaction.
h. City shall be deemed to have waived its right to purchase the System pursuant to
this Section only in the following circumstances:
i. If City does not indicate to Grantee in writing, within sixty (60) days of
receipt of written notice of a proposed sale, transfer, corporate change, or
assignment as contemplated in Section 10, Paragraph 5g. above its
intention to exercise its right of purchase; or
307238/1 35
ii. It approves the assignment or sale of the Franchise as provided within this
Section.
No Franchise may be transferred if City determines Grantee is in noncompliance
with the Franchise unless an acceptable compliance program has been approved
by City. The approval of any transfer of ownership pursuant to this Section shall
not be deemed to waive any rights of City to subsequently enforce noncompliance
issues relating to this Franchise even if such issues predated the approval, whether
known or unknown to City.
INDIVIDUAL SECTION 11.
PROTECTION OF ;
Discriminatory Practices Prohibited. Grantee shall not deny service, deny access, or
otherwise discriminate against Subscribers or general citizens on the basis of race, color,
religion, national origin, sex, age, status as to public assistance, or disability. Grantee
shall comply at all times with all other applicable federal, state, and city laws, and all
executive and administrative orders relating to nondiscrimination.
2. Subscriber Privacy. Grantee shall, at all times, comply with Applicable Laws regarding
subscriber privacy, including but not limited to 47 U.S.C. § 551.
SECTION 12.
UNAUTHORIZED CONNECTIONS AND MODIFICATIONS
Unauthorized Connections or Modifications Prohibited. It shall be unlawful for any firm,
Person, group, company, corporation, or governmental body or agency, without the
express consent of the Grantee, to make or possess, or assist anybody in making or
possessing, any unauthorized connection, extension, or division, whether physically,
acoustically, inductively, electronically or otherwise, with or to any segment of the
System or receive services of the System without Grantee's authorization.
2. Removal or Destruction Prohibited. It shall be unlawful for any firm, Person, group,
company, or corporation to willfully interfere, tamper, remove, obstruct, or damage, or
assist thereof, any part or segment of the System for any purpose whatsoever, except for
any rights City and Commission may have pursuant to this Franchise or its police powers.
3. Penalty. Any firm, Person, group, company, or corporation found guilty of violating this
section may be fined not less than Twenty Dollars ($20.00) and the costs of the action nor
more than Five Hundred Dollars ($500.00) and the costs of the action for each and every
subsequent offense. Each continuing day of the violation shall be considered a separate
occurrence.
307238/1 36
SECTION 13.
MISCELLANEOUS PROVISIONS
1. Franchise Renewal. Any renewal of this Franchise shall be performed in accordance with
Applicable Law. The term of any renewed Franchise shall be limited to a period no
longer than allowed by Applicable Law.
2. Work Performed by Others. All applicable obligations of this Franchise shall apply to
any subcontractor or others performing any work or services pursuant to the provisions of
this Franchise, however, in no event shall any such subcontractor or other performing
work obtain any rights to maintain and operate a System or provide Cable Service.
Grantee shall provide notice to City of the name(s) and address(es) of any entity, other
than Grantee, which performs substantial services pursuant to this Franchise.
3. Amendment of Franchise Ordinance. Grantee and City may mutually agree, from time to
time, to amend this Franchise. Such written amendments may be made subsequent to a
review session pursuant to Section 8, Paragraph 7 or at any other time if City and Grantee
agree that such an amendment will be in the public interest or if such an amendment is
required due to changes in federal, state or local laws; provided, however, nothing herein
shall restrict City's exercise of its police powers.
4. Compliance with Federal State and Local Laws.
a. The terms of this Franchise shall govern Grantee's performance under this
Franchise except where federal or state laws or regulation preempt such local
regulation. In such cases the applicable federal or state laws or regulations shall
govern Grantee's performance under this Franchise.
b. If any federal or state law or regulation shall require or permit City or Grantee to
perform any service or act or shall prohibit City or Grantee from performing any
service or act which may be in conflict with the terms of this Franchise, then as
soon as possible following knowledge thereof, either party shall notify the other
of the point in conflict believed to exist between such law or regulation. Grantee
and City shall conform to state laws and rules regarding cable communications
not later than one year after they become effective, unless otherwise stated, and to
conform to federal laws and regulations regarding cable as they become effective.
C. If the Commission and Grantee do not agree that a material provision of this
Franchise is affected by such federal or state law or regulation, then either the
Commission or Grantee shall have the right to seek review of the provision in
question as permitted by Applicable Laws.
d. If any term, condition or provision of this Franchise or the application thereof to
any Person or circumstance shall, to any extent, be held to be invalid or
unenforceable, the remainder hereof and the application of such term, condition or
provision to Persons or circumstances other than those as to whom it shall be held
invalid or unenforceable shall not be affected thereby, and this Franchise and all
the terms, provisions and conditions hereof shall, in all other respects, continue to
307238/1 37
be effective and complied with provided the loss of the invalid or unenforceable
clause does not substantially alter the agreement between the parties. In the event
such law, rule or regulation is subsequently repealed, rescinded, amended or
otherwise changed so that the provision which had been held invalid or modified
is no longer in conflict with the law, rules and regulations then in effect, said
provision shall thereupon return to full force and effect and shall thereafter be
binding on Grantee and City.
Nonenforcement by CitX. Grantee shall not be relieved of its obligations to comply with
any of the provisions of this Franchise by reason of any failure or delay of City to enforce
prompt compliance. City may only waive its rights hereunder by expressly so stating in
writing. Any such written waiver by City of a breach or violation of any provision of this
Franchise shall not operate as or be construed to be a waiver of any subsequent breach or
violation.
6. Rights Cumulative. All rights and remedies given to City by this Franchise or retained by
City herein shall be in addition to and cumulative with any and all other rights and
remedies, existing or implied, now or hereafter available to City, at law or in equity, and
such rights and remedies shall not be exclusive, but each and every right and remedy
specifically given by this Franchise or otherwise existing or given may be exercised from
time to time and as often and in such order as may be deemed expedient by City and the
exercise of one or more rights or remedies shall not be deemed a waiver of the right to
exercise at the same time or thereafter any other right or remedy.
7. Grantee Acknowledgment of Validity of Franchise. Grantee acknowledges that it has had
an opportunity to review the terms and conditions of this Franchise and that under current
law Grantee believes that said terms and conditions are not unreasonable or arbitrary, and
that Grantee believes City has the power to make the terms and conditions contained in
this Franchise. Except as provided in Section 13, Paragraph 4 of this Franchise, Grantee
agrees that it will not, at any time, set up against City or Commission in any claim or
proceeding, any condition or term of the Franchise as unreasonable, arbitrary, void as of
the Effective Date of this Franchise or that City or Commission had no power or
authority to make such term or condition.
In the case of any dispute or question as to the meaning, interpretation, or application of
any term, provision, or condition of this Franchise, City, in its reasonable discretion, shall
promptly resolve such dispute or question.
8. Confidential and Trade Secret Information. The Commission shall adopt and follow,
consistent with and permitted by Applicable Laws, procedures for protecting any
confidential and trade secret information of Grantee that may be provided to Commission
in conformance with the requirements of this Franchise. If required under this Franchise,
such confidential or trade secret information shall be provided to City if City adopts
similar procedures for protecting confidential and trade secret information.
307238/1 38
SECTION 14.
PUBLICATION EFFECTIVE DATE; ACCEPTANCE AND EXHIBITS
Publication Effective Date. This Franchise shall be published in accordance with
applicable local and Minnesota law. The Effective Date of this Franchise shall be the
date of acceptance by Grantee in accordance with the provisions of Section 14, Paragraph
2.
2. Acceptance.
a. Grantee shall accept this Franchise within thirty (30) days of its enactment by the
City Council, unless the time for acceptance is extended by City. Such
acceptance by the Grantee shall be deemed the grant of this Franchise for all
purposes; provided, however, this Franchise shall not be effective until all City
ordinance adoption procedures are complied with and all applicable timelines
have run for the adoption of a City ordinance. In the event acceptance does not
take place, or should all ordinance adoption procedures and timelines not be
completed, this Franchise and any and all rights granted hereunder to Grantee
shall be null and void.
b. Upon acceptance of this Franchise, Grantee and City shall be bound by all the
terms and conditions contained herein.
C. Grantee shall accept this Franchise in the following manner:
i. This Franchise will be properly executed and acknowledged by Grantee
and delivered to City.
ii. With its acceptance, Grantee shall also deliver any grant payments,
performance bond and insurance certificates, and guaranties, as required
herein that have not previously been delivered.
Passed and adopted this 15th'day of February , 2000.
ATTEST:
CITY OF MENDOTA HEIGHTS, MINNESOTA
By:� �GCCt �r� B3., �• � `
Its: City Clerk Its: Mayor
Kathleen M. Swanson Charles E. Mertensotto
ACCEPTED: This Franchise is accepted, and we agree to be bound by its terms and conditions.
MEDIAONE OF ST. PAUL, INC.
Date: ) —CSC) By:
c
Its:/ Q iLe - %j.:r -+- Cre -,444 j
Notary: �sY� �.� cs-z:-r�--.
SUSAN M. BROOKS
307238/1 NOTARY PUBLIC - MINNESOTA 39
.... My Comm. Exp. Jan. 31, 2005 .
MediaOne of St. Paul, Inc.
is a wholly owned subsidiary of MediaOne Group, Inc. as follows.
MediaOne Group, Inc.
MediaOne of Colorado, Inc.
MediaOne of Delaware, Inc.
MediaOne of St. Paul, Inc.
307238/1 A -1
GRANTEE COMMITMENT TO PEG ACCESS FACILITIES AND EQUIPMENT
PUBLIC EDUCATIONAL AND GOVERNMENT (PEGI ACCESS CHANNELS
Grantee shall continue to make seven (7) analog video Channels available exclusively for
noncommercial PEG use ( "PEG Channels ") as currently provided by Grantee. The PEG
Channels shall be dedicated for PEG use for the term of the Franchise. City shall
establish rules and procedures for such scheduling in accordance with Section 611 of the
Cable Act (47 U.S.C. § 531).
Grantee shall configure the Cable System to allow PEG programming to be discretely
distributed (Narrowcast) to individual Member Municipalities via designated node sites.
City and Grantee acknowledged that programming cannot be discretely distributed to one
hundred percent (100 %) of the City due to the location of particular node sites.
City may not request additional channel capacity beyond the seven (7) Channels for PEG
use except in accordance with applicable State laws. City shall be responsible for all
programming requirements, including but not limited to scheduling, playback, training,
staffing, copyright clearances, and equipment, maintenance and repair, on the PEG
channels.
Grantee shall also designate the standard VHF channel 6 for uniform regional channel
usage currently provided by "Metro Channel 6" to the extent and under the terms
required by Minn. Stat. § 23 8.43.
2. PEG OPERATIONS
City may, in its sole discretion, negotiate agreements with neighboring jurisdictions
served by the same Cable System, educational institutions or others to share the expenses
of supporting the PEG Channels.
3. TITLE TO PEG EQUIPMENT
City shall retain title to all PEG equipment and facilities purchased or otherwise acquired
by City.
4. RELOCATION OF PEG CHANNELS
City and Grantee agree to relocate the channel position of the PEG access channels at the
time that the System is cut over to Grantee's master headend in Roseville. Thereafter,
Grantee shall not relocate any PEG access Channel to a different Channel number unless
specifically required by Applicable Laws or unless otherwise agreed to in writing by
City. Grantee shall provide at least sixty (60) days prior written notice of such relocation
to Subscribers and the Commission, and Grantee shall reimburse the Commission for
reasonable costs caused by such relocation, including (1) logo, business card or signage
307238/1 B -1
changes, (2) equipment modifications necessary to effect the change at the programmer's
production or receiving facility, or (3) reasonable constituency notification costs.
PROMOTION OF PEG ACCESS
To the extent permitted by Grantee's billing process, Grantee shall allow Commission to
place bill staffers in Grantee's Subscriber statements at a cost to Commission not to
exceed Grantee's cost, no less frequently than twice per year upon the written request of
Commission and at such times that the placement of such materials would not materially
and adversely effect Grantee's cost for the production and mailing of such statements.
Commission agrees to pay Grantee in advance for the actual cost of such bill stuffers.
Grantee shall also make available PEG access information provided by Commission in
Subscriber packets at the time of Installation and at the counter in the System's business
office serving the Service Area. Grantee shall also distribute, at no charge to
Commission, through advertising insertion equipment, thirty (30) second promotional
and awareness commercial spots, on a "run of schedule" basis in unsold time slots,
produced at Commission's cost and submitted by Commission once each month in a
format compatible with such advertising insertion equipment. Grantee shall also include a
listing of the known programming to be cablecast on PEG access Channels in or on any
electronic program guide of services for the Cable System, if technically and
economically reasonable.
6. PEG SUPPORT.In addition to satisfying the other requirements of this Franchise,
Grantee is required to provide the following additional PEG use funding to the
Commission:
Grantee will provide the following periodic capital grants for PEG access, in 1999
dollars.
a. Thirty (30) days after the effective date of the Franchise: $250,000.
b. On each of the first, second and third anniversaries of the effective date of the
Franchise: $250,000.
C. On the second anniversary of the effective date of the Franchise: an additional
$100,000.
d. On the seventh anniversary of the effective date of the Franchise: $200,000.
e. On the tenth anniversary of the effective date of the Franchise: $200,000.
In addition to the PEG fee associated with the recovery of the capital grants provided
above, which may be recovered by Grantee over the term of the Franchise and may
include any applicable FCC return on investment, Grantee shall collect payment of an
eighty -three cent ($.83) per month per subscriber local programming support fee ("PEG
fee ") starting on April 1, 2000 and continuing throughout the term of the Franchise to be
used by the Commission in support of PEG access. Payments pursuant to this subsection
307238/1 B -2
shall be payable quarterly on the same schedule as Franchise fee payments. The $.83
PEG fee may be unilaterally increased no more than once each calendar year in the
Commission's sole discretion, upon sixty (60) days advance written notice to Grantee,
annually compounded from the effective date of this Franchise, based on the increase
from the Minneapolis /St. Paul Consumer Price Index for all consumers and /or three
percent (3 %) each year, whichever is lower.
7. TECHNICAL SUPPORT
a. Throughout the Franchise term, playback from the PEG access Channels must be
configured so that the Commission or its designated entity is able to use their own
independent automated playback facilities, located at the premises of its choice.
Any master control that Grantee intends to use for its operations must be located
outside the space occupied by a designated entity, unless the parties agree
otherwise. The playback facility must be configured so as to permit the
designated entity to program all Channels for which it is responsible for playback,
on a live or taped basis. Grantee shall continue to have access to the designated
entity's master control so that it can conduct necessary maintenance and repair
affecting Grantee's network or equipment upon reasonable notice or at any time
in the event emergencies, at no cost to City or Commission.
b. Grantee shall provide, at no cost to Commission, six (6) live feeds per year from
the Commission's offices to the offices of Regional Channel 6. Such feeds shall
connect directly to Regional Channel 6 master control should Grantee have access
to and connectivity with the Regional Channel 6 Master Control. Grantee shall
also provide, at no cost to Commission, live feeds for PEG access and local
origination programming from any location in the Commission's Franchise area
that is passed by the proposed Institutional Network. The Commission shall
provide a minimum of seventy -two (72) hours advance notice to Grantee of the
need for such live feeds and shall endeavor to provide a minimum seven days
advance notice when possible. Grantee shall, upon two (2) weeks prior notice by
Commission, work with Commission to accommodate one time programming via
live feeds from areas not passed by the Institutional Network. Such live feeds
shall be under Grantee's direct supervision and on a frequency designated by
Grantee.
C. Grantee shall also feed the local origination and PEG Channels provided in the
City of St. Paul into the Commission's master control for potential simulcasting
on the PEG Channels required pursuant to this Franchise. Determination
regarding the simulcasting of such PEG access and local origination signals from
St. Paul shall be in the sole discretion of the Commission. Grantee shall also
maintain its practice of providing regular satellite feeds from Grantee's headend
facility and/or hub site locations to be fed directly to the Commission's master
control facility. At a minimum, Grantee shall provide six (6) such satellite feeds
as was Grantee's current practice under its prior Franchise with City.
307238/1 B -3
d. Grantee shall provide twenty -six (26) live feeds, free of charge, except for the
cost of the equipment necessary to provide such feeds, which shall be the
Commission's responsibility, each year from Grantee's headend facility
(presently located in Roseville) to and from, other cable systems operated by
Grantee to allow for the sharing of local programming such as high school sports
and/or other programs with shared audiences.
e. Grantee shall provide, free of charge, cable modem service to the Commission's
facility for one (1) computer.
f. Grantee shall continue to provide free fiber optic links, including internal wiring
to drop points and current optronics, to the West St. Paul City Hall, South St. Paul
City Hall, Inver Grove Heights City Hall, Mendota Heights City Hall, as well as
to the Commission's facility. These fiber optic connections will permit the
above - referenced Member Municipalities to .cablecast live governmental meetings
on the PEG channels, free of charge.
g. Grantee and City agree that the PEG fee referenced in this Exhibit B will not be
deemed to be "franchise fees" within the meaning of Section 622 of the Cable Act
(47 U.S.C. §542), and such obligations shall not be deemed to be (i) "payments in
kind" or any involuntary payments chargeable against the Franchise Fees to be
paid to the City by Grantee pursuant to Section 8 hereof or (ii) part of the
Franchise Fees to be paid to City by Grantee pursuant to Section 8 hereof.
1 •
a. Grantee shall, at the Commission's request, interconnect its System to other
commonly owned, adjacent Systems located in the Minneapolis /St. Paul
metropolitan area. Interconnection shall be completed within a reasonable
timeframe mutually agreed upon by the Commission and Grantee, unless an
extension is granted upon petition by Grantee.
b. Grantee shall, at the Commission's request, interconnect its System to adjacent
Cable Systems in the Minneapolis /St. Paul metropolitan area that are not
commonly owned or controlled by Grantee or its Affiliates. Except as otherwise
provided herein, interconnection shall be completed within a reasonable
timeframe mutually agreed upon by the Commission and Grantee, unless an
extension is granted upon petition by Grantee. The cost of establishing an
interconnection link to the border of the adjacent jurisdiction shall be borne by
Grantee. As to the actual costs of physical interconnection at the border, the
Grantee shall bear no more than fifty percent (50 %) of such costs, unless the
parties agree otherwise. Grantee will obtain relief from this interconnection
requirement where: (i) it shows to the satisfaction of the Commission that
interconnection is technically infeasible to perform, and (ii) it proposes a
reasonable alternative, in light of the purposes to be served by the interconnection.
Alternatively, Grantee will obtain relief from this interconnection requirement if
its unable to reach an agreement with the designated adjacent System, after a good
307238/1 B -4
faith effort to reach an agreement, provided that Grantee provides the
Commission with the proposed agreement and explains the reason(s) why the
parties have been unable to reach agreement.
C. Grantee shall cooperate with any interconnection corporation, regional
interconnection authority, or state or federal agency which may be hereafter
established for the purpose of regulating, facilitating, financing or otherwise
providing for the interconnection of cable systems beyond the boundaries of City.
307238/1 B -5
:3 0
I 1 II '1 1
Dakota County
1► _O1
Inver Glen Library Northern Service Center
8098 Blaine Avenue (under construction)
Inver Grove Heights, MN 55076 5 West Mendota Road
Wentworth Library
199 East Wentworth Avenue
West St. Paul, MN 55118
ISD #199
Inver Grove Elementary School Pine Bend Elementary School
4100 East 66th Street 9875 Inver Grove Trail
Inver Grove Heights, MN 55076 Inver Grove Heights, MN 55076
Hilltop Elementary School South Grove Elementary School
3201 East 68th Street 7650 Clayton Avenue
Inver Grove Heights, MN 55076 Inver Grove Heights, MN 55076
Salem Hills Elementary School
5899 East Babcock Trail
Inver Grove Heights, MN 55076
Inver Grove Middle School Simley Senior High School
8167 Cahill Avenue East 2920 East 80th Street
Inver Grove Heights, MN 55076 Inver Grove Heights, MN 55076
ISD #199 District Office
2990 80th Street East
Inver Grove Heights, MN 55076
307238/1 B -1 -1
Inver Grove Heights
Inver Grove Heights City Hall Inver Grove Heights Police Department
8150 Barbara Avenue 8150 Barbara Avenue
Inver Grove Heights, MN 55077 Inver Grove Heights, MN 55077
IGH Fire Department IGH Fire Department
2059 Upper 55th Street E 7015 Clayton Avenue
Inver Grove Heights, MN 55077 Inver Grove Heights, MN 55076
ISD #197
Henry Sibley High School Friendly Hills Middle School
1897 Delaware Avenue 701 Mendota Heights Road
Mendota Heights, MN 55118 Mendota Heights, MN 55118
Heritage Middle School Somerset Elementary School
121 West Butler Avenue 1355 Dodd Road
West St. Paul, MN 55118 Mendota Heights, MN 55118
Mendota Heights Elementary School Moreland Elementary School
1979 Summit Lane 217 West Moreland Avenue
Mendota Heights, MN 55118 West St. Paul, MN 55118
Garlough Elementary School
1740 Charlton Street
West St. Paul, MN 55118
West St. Paul
West St. Paul City Hall
1616 Humboldt Avenue
West St. Paul, MN 55118
307238/1 B -1 -2
South St. Paul
South St. Paul City Hall South St. Paul Public Library
125 3rd Avenue 106 3rd Avenue N.
South St. Paul, MN 55075 South St. Paul, MN 55075
Wakota Arena (School) South St. Paul Municipal
141 East 6th Street Airport (Fleming Field)
South St. Paul, MN 55075 520 Airport Road
South St. Paul, MN 55075
(shall be considered a subsequently designated
building pursuant to Section 6(2) of this Franchise)
Lilydale
Lilydale City Hall
855 Sibley Memorial Hwy
Lilydale, MN 555118
1
Sunfish Lake
Sites to be determined
Sites to be determined
Mendota
Mendota Heights
Mendota Heights City Hall Mendota Heights Police Department
1101 Victoria Curve 1101 Victoria Curve
Mendota Heights, MN 55118 Mendota Heights, MN 55118
Mendota Heights Fire Department
2121 Dodd Road
Mendota Heights, MN 55120
307238/1 B-1-3
South St. Paul Schools
South St. Paul High School Lincoln Center
700 2nd St. N. 357 9th Ave. N.
South St. Paul, MN 55075 South St. Paul, MN 55075
District Office Kaposia Education Center
104 5th Ave. So. 1225 1 st Ave. So.
South St. Paul, MN 55075 South St. Paul, MN 55075
ECFE ALC
1549 5th Ave. So. 151 6th St. E.
South St. Paul, MN 55075 South St. Paul, MN 55075
Private Schools
Convent of the Visitation School Emanuel Lutheran School
2455 Visitation Drive 115 Crusader Avenue
Mendota Heights, MN 55120 West St. Paul, MN 55118
St. Croix Lutheran High School St. John Vianney School
1200 Oakdale Avenue 1815 Bromley Street
West St. Paul, MN 55118 South St. Paul, MN 55075
St. Joseph's School St. Michael's School
1138 Seminole Avenue 335 E. Hurley Street
West St. Paul, MN 55118 West St. Paul, MN 55118
St. Thomas Academy Holy Trinity School
949 Mendota Heights Road 745 - 6th Avenue S.
Mendota Heights, MN 55120 South St. Paul, MN 55075
Colleges
Inver Hills Community College
2500 East 80th Street
Inver Grove Heights, MN 55076
307238/1 B-1-4
1. The Cable System shall be designed, constructed, routinely inspected, and maintained to
guarantee that the Cable System meets or exceeds the requirements of the most current
editions of the National Electrical Code (NFRA 70) and the National Electrical Safety
Code (ANSI C2). In all matters requiring interpretation of either of these codes, the
City's interpretation shall control over all other sources and interpretations.
2. General Requirements. Grantee shall use equipment used in high- quality, reliable,
modern Cable Systems of similar design.
3. General Description. The Cable System shall provide Subscribers with a technically
advanced and reliable Cable System. The System shall have at least 750 MHz of
bandwidth capacity, capable of delivering approximately 80 analog channels of
programming. The System will be two -way active, and it will be designed to have
capability to transmit return signals upstream in the 5 -40 MHz spectrum. The design will
provide the benefits of proven 80- channel electronics while positioning the System for
expansion of bandwidth and channel capacity as technology and future services develop.
4. Design. The design of the System shall be based upon a "Fiber to the node" architecture
that will deliver the signals by fiber optics directly to each neighborhood. Grantee's
initial design includes a minimum of six (6) fibers to each node site having a
neighborhood group average of approximately five hundred (500) homes. If Grantee
splits nodes into smaller sizes, fewer fibers will extend to such smaller nodes. There
shall be no more than seven (7) active amplifiers in a cascade from each node to the
residential dwelling. The incorporation of stand -by power supplies, strategically placed
throughout the system including all hubs, will further reduce the likelihood of service
interruptions.
5. Technical Standards. The System shall meet or exceed FCC requirements. In no event
shall the System fall below the following standards:
a. The System shall be capable of meeting the following distortion parameters:
1. Carrier to RMS Noise 48 dB
2. Carrier to Second Order 53 dB
3. Carrier to Cross Modulation 51 dB
4. Carrier to Composite Triple Beat 53 dB
b. The frequency response of a single channel as measured across any 6 MHz analog
channel shall not exceed +/- 2 dB.
C. The frequency response of the entire passband shall not exceed N 110+ 2 dB for
the entire System where N is the number of amplifiers in cascade.
d. The System shall be designed such that at a minimum all technical specifications
of this Franchise Agreement are met.
307238/1 C-1
e. The System shall be designed such that no noticeable degradation in signal quality
will appear at the Subscriber terminal.
307238/1 C-2
I W . Is I 1: 1
Signal Quality
The Institutional Network shall achieve the performance standards listed below, where applicable
for fiber and/or fiber/BFC -based transmissions, under worst -case conditions for communications
occurring between:
• Any institution to any institution
• Any institution to hub or headend and vice versa
• Any institution to any subscriber and vice versa
For Institutional Communications Incorporating B FC Infrasturcture
• Noise and Distortion Performance - Under worst -case channel loading (including both
analog and digital signals), the combined upstream and downstream performance of the
system shall meet or exceed the following:
- Carrier to noise ratio = 45 dB or better
- Carrier to composite triple beat = 55 dB or better
- Carrier to second order distortion = 55 dB or better
- Carrier to cross modulation = 55 dB or better
Data Communications - For any data communications link on the network, the
Network shall provide the capability for a Bit Error Rate (BER) to be equal to or
better than 1 x 10 to the minus 9, except where the link is 50% or more coaxial
cable, the BER shall be equal to or better than 1 x 10 to the minus 8. This standard
shall be met or exceeded under Normal Operating Conditions. Outage times shall
not be considered for purposes of determining compliance with the BER
prescribed in this paragraph.
• Network Availability - For each user of services on the network, network availability
shall be equal to or better than 99.965% (no more than 184 minutes of network
downtime per user) as measured on an annual basis.
•
Signal Level Variation - The worst -case signal level variation (peak to valley) shall be
better than or equal to N /10 + 2 (where "N" equals the number of RF amplifiers in
cascade from the ETC node).
For End -to -End Fiber -Based Institutional Communications
•
Optical System Noise Performance - Under worst -case link loss as measured for any
voice, video or data service, the combined upstream and downstream performance of the
system shall meet or exceed the following:
307238/1 D-1
Signal to noise equals 60 dB or better for links that utilize Grantee supplied
equipment. For all other links, the network shall be capable of providing a signal to
noise of 60 dB or better, dependent upon end -user equipment.
® Optical Received Power Level at the Institution — For all links that utilize Grantee -
supplied equipment, the optical power level for any service delivered to the designated
demarcation point at each I -Net user location shall meet or be better than 0 dBm and
shall, in all cases, enable operation within the equipment manufacturer's minimum
specifications. For all other links on the network, I -Net users shall be able to
satisfactorily employ non - custom network transmission and reception equipment, and
the I -Net shall enable operation within the manufacturer's minimum specifications for
such equipment.
® Network Availabilitv - For each user on the network, network availability on the
backbone or for fully redundant, diverse path connections from hubs to user sites, shall
be equal to or better than 99.99% (no more than 53 minutes of network downtime per
user) as measured on an annual basis. For each user on the network, network
availability for standard connections from the hub to the user site shall be equal to or
better than 99.965% (no more than 184 minutes of network downtime per user) as
measured on annual basis.
For purposes of this Exhibit D, the network shall be defined as "unavailable" under the
standards herein for any given user when such user: �..
a. Cannot, because of a network problem, measured by SNNT software or other
appropriate software and associated hardware, or through a failure of a Grantee- provided
interconnect, transmit video, voice and/or data communications to, from, and/or on the
network. Such problems shall be the result of a failure of one or more of the following:
1) the fiber optic cabling, connections and transmission equipment on the network
and/or the coaxial cabling, connections and RF transmission equipment on the network;
2) the transmission equipment at Grantee's headend; 3) the transmission and network
equipment at the customer's premise (if such equipment is provided by Grantee); 4)
network powering systems; 5) the network equipment, connections and cabling, network
management, hardware and software, and related equipment provided by Grantee at
Grantee's headend; and/or 6) any other Grantee- provided transmission or network
component; and or,
b. Experiences, due to a network problem, video, voice and data transmissions that are
below the standards set forth in this Franchise and/or this Exhibit; and/or,
c. Experiences, due to a network problem, a data communication packet loss of greater
than ten percent (10 %).
For purposes of this availability standard, network problems shall not be defined as:
infrequent scheduled preventative maintenance as long as I -Net users are notified well in advance, �.
307238/1 D -2
according to the provisions of the Franchise. Except as otherwise provided for herein, network
availability is subject to the force majeure provisions of the Franchise and those conditions which
are not within the control of the Grantee.
Network downtime shall include, but not be limited to, network failures caused by: third
party actions; commercial power outages of a typical, non - catastrophic nature; and
power failures and other disturbances caused by weather occurrences typical to the Twin
Cities area. Grantee shall comply with the requirements of Demand
Maintenance /Service and Repair to restore service following any of these occurrences.
Grantee will give the City, the Commission and affected I -Net users notice in the event
of any of the foregoing occurrences.
Data Communications - For any data communications link on the network, the Bit Error
Rate (BER) shall be equal to or better than 1 x 10 to the minus 9. This standard shall be
met or exceeded under Normal Operating Conditions. Outage times shall not be
considered for purposes of determining compliance with the BER prescribed in this
paragraph.
Service Response
Network Maintenance - Grantee shall be responsible for the ongoing maintenance and performance
of the I -Net from the demarcation point within a facility through the network, including the I -Net
headend. Routine and preventive maintenance shall be performed continually on the network to
ensure that it meets all performance criteria detailed herein.
Specific Performance Oversight Responsibilities of the Grantee will include:
(1) Monitoring the operation of the fiber based transport backbone in conjunction with I -Net
users;
(2) Performance and fault monitoring of the transport backbone and distribution system in
accordance with same terms and conditions referenced in Section 7, l.c.;
(3) Monitoring of selected parameters and tables to allow for early identification of potential
service problems;
(4) Monitoring and analyzing I -Net performance; and
(5) Logging and reporting, as required, of data gathered from above monitoring activities.
Preventive Maintenance/Service Interruptions - I -Net users will be notified at least seven days in
advance of any scheduled maintenance that may interrupt service on the I -Net, unless I -Net users
agree to waive such time frame. Where possible, such maintenance will be scheduled at times of
low usage.
307238/1 D -3
Demand Maintenance /Service and Repair - Response to all network problems shall occur at all
hours (24 x 365). Specifically, when Grantee receives a trouble call or alarm, either by internal
monitoring or by City, Commission or user personnel, the Grantee's Network Operations Center
will ensure that appropriate technical support shall respond within 10 minutes after receiving a call
related to a network problem (under Normal Operating Conditions the initial page to the
technician on call for I -Net problems will be within the 10 minute time frame). The Grantee shall
then work continuously until the problem is resolved.
Network Support - Grantee shall provide an appropriate complement of administrative, headend and
field personnel at all times to meet the performance criteria detailed herein.
Service Call Processing and Tracking - Grantee will establish mechanisms and procedures for all I-
Net users to quickly and easily report System problems. All trouble or service calls will be
documented, processed, and completed in an expedient manner.
Documentation will include monthly I -Net service call reports, as required, which will include a
breakdown of reasons and resolutions as well as call handling efficiency. Notwithstanding the
staffing, testing and equipment and response requirements set forth herein, the Grantee will provide
the in -house and/or contractor staff, spare and back -up equipment, test and maintenance equipment
and additional steps necessary to ensure that the network performs reliably in accordance with all
standards detailed herein.
Network Performance Testing
Proof of Performance - Proof of performance testing will be conducted on the I -Net two (2) times
per year at the same time residential subscriber system testing is performed during the months of
January/February and July /August. Several geographically diverse I -Net test point locations for
each ring and an additional test point per node will be established which are representative of worst -
case performance for the area. Testing shall be completed at the mutually agreed upon entry
demarcation point at the institution. All active channels upstream and downstream shall be tested
at each test point location. If the testing will subject such channels to service interruptions, Grantee
will work with Users to schedule the testing so as to minimize its impact upon the Users. Testing
shall be performed to ensure compliance with all the network performance specifications included
in this Appendix and applicable Service Agreements. Tests shall be performed using standard test
methodologies, as mutually agreed to by the City, the Commission and Grantee.
Power Supply Inspections - All network power supplies and back -up devices will be continuously
status monitored and manually inspected at least twice per year, which will include the following
checks and tests:
• Full load transfer and runtime test
• Battery condition and maintenance check, including replacement if required
• Status monitoring functional test
I -Net User Location Performance Testing - All network performance specifications shall be met at
each I -Net user location, and the network shall at all times enable I -Net user video, voice and data
307238/1 D -4
communications to be successfully transmitted in accordance with the reliability and availability
standards incorporated herein. Grantee shall schedule with each user such testing as required to
ensure successful network performance at. each I -Net user location.
Physical Network Characteristics - The physical and electrical configuration of the I -Net will
comply with all applicable Federal, State, and Local requirements. Inspections of all cable runs and
components will be made by Grantee during the I -Net construction process to ensure the integrity of
the network and Grantee shall keep records thereof.
Performance Documentation - All tests and checks will be documented and,, upon request, filed with
the City and the Commission. At the City's or the Commission's request, all testing processes may
be conducted under the observation of a representative from the City or the Commission.
All network performance standards herein relate to Grantee- supplied transmission and network,
facilities, infrastructure, equipment and other components. ,
307238/1 D-5
I W4 011:
Wkyj T M'' a
Revenue
Source
Number of
Subscribers
Gross
Revenue
5%
Franchise Fee
YTD
Basic and Satellite
Service
Cable Guide
Equipment Rental
High Speed Data
Installation and
Service Calls
Interactive Program
Guide
Late Fees
Music Choice
Pay-Per-View
Premium
PEG Fee
Advertising
Shopping
Other Income
TOTAL
307238/1 E-1
INSTALLATION & SERVICE CALLS:
Standard Installation
Commonly occurring normal Installation
Additional Outlet
Installation on additional sets within a customer's
home
VCR
Installation of converter to a VCR
Reconnection of Service
Reconnection of cable to a customer's address
AB Switch
Separate Installation of an AB Switch
Relocation
Moving an outlet within a customer's home
Non - Standard
Usually Installation of a commercial type of an
account
Change of Service
Charge for upgrading or switching a premium
service
Other Service Calls
Any service calls for which customers are charged a
fee
BASIC AND SATELLITE SERVICE:
Basic Service
Bulk Rates
Reduced Promotional Basic
FUNIFIJUK 1
Revenue derived from basic and satellite service
Revenue derived from non - standard billings
(i.e., apt. complex)
Revenue derived from a discounted basic and
satellite service
All Movies Revenue derived from pay - per -view movies
Events Revenue derived from special events
(i.e., concerts, boxing matches, etc.)
Returned Check Fees Revenue derived by Grantee from charges on
returned checks
Pre -wired Cable Purchases Revenue generated from the sale of cable to
individuals who pre -wire their home
Antenna Rental Any revenue derived from renting space on towers
AB Switch Revenue generated from sale of an AB Switch
Late Fee Revenue generated from receiving a late fee
C
307238/1 E -2
OTHER:
DOES NOT INCLUDE:
Reimbursements
Verified and submitted this
By:
Its:
Revenues from the Department of Transportation or
other government entities for mandatory relocations
of cable system. Revenue from employee
reimbursements for cash advances.
day of
307238/1 E -3
:' '1
THIS AGREEMENT is made this day of , 2000 between Meteor Acquisition
Inc. ( "Guarantor "), the Northern Dakota County Cable Communications Commission ( "Franchising
Authority "), and MediaOne of St. Paul, Inc. ( "Company ").
WHEREAS, the Franchising Authority by action of its governing body on
October ' 1999 adopted Resolution No. ( "Resolution ") approving the transfer of
control of the cable television franchise ( "Franchise ") from MediaOne Group, Inc. to AT &T Corp.; and
WHEREAS, Guarantor is a parent of the Company; and
WHEREAS, Guarantor has a substantial interest in the conduct of the Company in complying
with the Company's obligations under the Franchise and any and all amendments thereof and any
agreements related thereto; and
WHEREAS, the Resolution requires the Company to furnish a guaranty to ensure the faithful
payment and performance by Company of the obligations under the Franchise; and
WHEREAS, the Guarantor desires to provide its unconditional guaranty that Company will
fulfill the requirements of the Resolution.
NOW, THEREFORE, in consideration of the foregoing premises and for other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Guarantor hereby
unconditionally guarantees Company's due and punctual payment and performance of all of the debts,
liabilities and obligations contained in the Franchise ( "Indebtedness ").
This Agreement, unless terminated, substituted, or canceled, as provided herein, shall remain in
full force and effect for the duration of the term of the Franchise, except as expressly provided otherwise
in the Franchise.
Upon substitution of another Guarantor reasonably satisfactory to the Franchising Authority or
upon transfer of the Franchise to another entity not under common control of Guarantor, this Agreement
shall be terminated, substituted, or canceled upon thirty (30) days prior written notice from Guarantor to
the Franchising Authority and the Company.
Such termination shall not affect liability incurred or accrued under this Agreement prior to the
effective date of such termination or cancellation.
The Guarantor will not exercise or enforce any right of contribution, reimbursement, recourse or
subrogation available to the Guarantor against the Company or any other person liable for payment of
307238/1 F -1
the Indebtedness or any collateral security therefor, unless and until all of the Indebtedness shall have
been fully paid and discharged.
The Guarantor will pay or reimburse the Franchising Authority for all reasonable costs and
expenses (including reasonable attorneys' fees and legal expenses) incurred by the Franchising
Authority in connection with the protection, defense or enforcement of this guaranty in any arbitration,
litigation or bankruptcy or insolvency proceedings.
The Guarantor will not assert, plead or enforce against the Franchising Authority any defense of
discharge in bankruptcy of the Company, statute of frauds, or unenforceability of the Guaranty which
may be available to the Company or any other person liable in respect of any Indebtedness, whether or
not on account of a related transaction.
Any notices given pursuant to this Agreement shall be addressed to the Guarantor and Company
at 10 River Park Plaza, St. Paul, MN 55107, Attn: Vice President and General Manager, and to
the Franchising Authority at 5845 Blaine Avenue, Inver Grove Heights, MN 55076, Attn:
Executive Director.
IN WITNESS WHEREOF, the Company, Franchising Authority, and Guarantor have executed
this Corporate Guaranty as of the day, month and year first above written.
GUARANTOR:
METEOR ACQUISTION INC.
By:
Its:
COMPANY:
MEDIAONE OF ST. PAUL, INC.
307238/1 F -2
C
Within NDC System
Historical Society and Museum
130 3rd Avenue North
South St. Paul, MN 55075
Inver Glen Library
8098 Blaine Avenue
Inver Grove Heights, MN 55076
Northern Service Center
(Under construction)
5 West Mendota Road
West St. Paul, MN 55118
Inver Grove Elementary School
4100 East 66th Street
Inver Grove Heights, MN 55076
Hilltop Elementary School
3201 East 68th Street
Inver Grove Heights, MN 55076
Salem Hills Elementary School
5899 East Babcock Trail
Inver Grove Heights, MN 55076
FW4111:311M
I-NET USER SITES
Dakota County
Northern Service Center
33 East Wentworth Avenue
West St. Paul, MN 55118
Wentworth Library
199 East Wentworth Avenue
West St. Paul, MN 55118
ISD #199
Pine Bend Elementary School
9875 Inver Grove Trail
Inver Grove Heights, MN 55076
South Grove Elementary School
7650 Clayton Avenue
Inver Grove Heights, MN 55076
Note: one elementary (potentially Inver Grove Elementary) may be closed due to declining
enrollment.
All In One Complex
Inver Grove Middle School
8167 Cahill Avenue East
Inver Grove Heights, MN 55076
ISD #199 District Office
2990 80th Street East
Simley Senior High School
2920 East 80th Street
Inver Grove Heights, MN 55076
307238/1 G-1
Inver Grove Heights, MN 55076
City of Inver Grove Heights
Inver Grove Heights City Hall Inver Grove Heights Police Department
8150 Barbara Avenue 8150 Barbara Avenue
Inver Grove Heights, MN 55077 Inver Grove Heights, MN 55077
Community Center Public Works Garage
8055 Barbara Avenue 8168 Barbara Avenue
Inver Grove Heights, MN 55077 Inver Grove Heights, MN 55077
IGH Fire Department IGH Fire Department
2059 Upper 55th Street E 7015 Clayton Avenue
Inver Grove Heights, MN 55077 Inver Grove Heights, MN 55076
Water Treatment Plant Inver Wood Golf Course
2015 75th Street 1850 East 70th Street
Inver Grove Heights, MN 55077 Inver Grove Heights, MN 55077
IGH Fire Station (Future) Forrest Haven Lift Stations
Location is uncertain 5916 Blackberry Bridge Path
Along Rich Valley Blvd? Inver Grove Heights, MN 55076
Or Barnes Avenue?
Strom Water Lift Station Doffing Lift Station
8481 College Trail 6320 Doffing Avenue
Inver Grove Heights, N 55076 Inver Grove Heights, MN 55076
River Road Lift Station
6901 River Road
Inver Grove Heights, MN 55076
NDC4 and NDCTV Facility
5845 Blaine Avenue
Inver Grove Heights, MN 55076
ISD #197
Henry Sibley High School Friendly Hills Middle School
1897 Delaware Avenue 701 Mendota Heights Road
Mendota Heights, MN 55118 Mendota Heights, MN 55118
Heritage Middle School
121 West Butler Avenue
West St. Paul, MN 55118
Somerset Elementary School
1355 Dodd Road
Mendota Heights, MN 55118
307238/1 G -2
C
Mendota Heights Elementary School Moreland Elementary School
1979 Summit Lane 217 West Moreland Avenue
Mendota Heights, MN 55118 West St. Paul, MN 55118
Garlough Elementary School
1740 Charlton Street
West St. Paul, MN 55118
Community Education Transportation Building
1300 Mendota Heights Road 1145 Medallion Drive
Mendota Heights, MN 55118 Mendota Heights, MN 55120
ISD 197 Senior Center
217 West Moreland Avenue
West St. Paul, MN 55118
City of West St. Paul
West St. Paul City Hall
Public Works Garage
1616 Humboldt Avenue
1645 Livingston Avenue
West St. Paul, MN 55118
West St. Paul, MN 55118
Thompson Oak Golf Course Ice Arena
1555 Oakdale Avenue 60 West Emerson Avenue
West St. Paul, MN 55118 West St. Paul, MN 55118
West St. Paul Pool Water Tower
92 W. Orme Street 151 E. Marie Avenue
West St. Paul, MN 55118 West St. Paul, MN 55118
Lift Station Lift Station
455 W. Mendota Road 1384 S. Smith Avenue
West St. Paul, MN 55118 West St. Paul, MN 55118
Lift Station Lift Station
485 W. Emerson Avenue 355 E. Emerson Avenue
West St. Paul, MN 55118 West St. Paul, MN 55118
Lift Station Lift Station
1916 Oakdale Avenue 15 W. Mendota Road
West St. Paul, MN 55118 West St. Paul, MN 55118
Senior Center (Future) /Community Center (Future)
Possible location at Heritage School
OR in park property Butler and Hwy 52 (joint county /city project)
307238/1 Cr "3
Mendota Heights City Hall
1101 Victoria Curve
Mendota Heights, MN 55118
Mendota Heights Fire Department
2121 Dodd Road
Mendota Heights, MN 55120
Lift Station
1180 Centre Point Boulevard
Mendota Heights, MN 55120
Lift Station
987 Mendota Heights Road
Mendota Heights, MN 55120
City of Mendota Heights
Mendota Heights Police Department
1101 Victoria Curve
Mendota Heights, MN 55118
Public Works Garage
2431 South Lexington
Mendota Heights, MN 55120
Lift Station
1237 Culligan Lane
Mendota Heights, MN 55120
Lift Station
1357 Mendota Heights Road
Mendota Heights, MN 55118
Lift Station Lift Station
1444 Nothland Drive 1159 Veronica Lane
Mendota Heights, MN 55118 Mendota Heights, MN 55118
City of South St. Paul
South St. Paul City Hall South St. Paul Public Library
125 3rd Avenue 106 3rd Avenue N.
South St. Paul, MN 55075 South St. Paul, MN 55075
Wakota Arena Fleming Field Airport
141 East 6th Street 520 Airport Road
South St. Paul, MN 55075 South St. Paul, MN 55075
Municipal Service Center Lift Station
400 E. Richmond 1030 Concord St. No.
South St. Paul, MN 55075 South St. Paul, MN 55075
Lift Station
291 Grand Avenue East
South St. Paul, MN 55075
City of Lilydale
Lilydale City Hall Lexington Riverside Condominium
855 Sibley Memorial Hwy 1101 Sibley Memorial Hwy
Lilydale, MN 55118 Lilydale, MN 55118
307238/1 G-4
Lift Station
1801 Lilydale
Lilydale, MN 55118
City of Sunfish Lake
Future splice-in along Hwy. 110
Current location is St, Anne's Church
South West Comer of Charlton St. & Hwy. 110
Sunfish Lake, MN
City of Mendota
Future splice-in along Hwy. 13
Current location is VFW on Highway 13 in Mendota
South St. Paul High School
700 2nd St. N.
South St. Paul, MN 55075
District Office
104 5th Ave. So.
South St. Paul, MN 55075
Lincoln Center
357 9th Ave. N.
South St. Paul, MN 55075
Kaposia Education Center
1225 1 st Ave. So.
South St. Paul, MN 55075
Adult Basic Education
517 Marie Ave.
South St. Paul, MN 55075
Central Square
100 7th Ave. N.
South St. Paul, MN 55075
South St. Paul Schools (District 6)
Kid Connections
1549 5th Avenue South
South St. Paul, MN 55075
ECFE
1549 5th Ave. So.
South St. Paul, MN 55075
Education Foundation
521 Marie Avenue
South St. Paul, MN 55075
ALC
151 6th St. E.
South St. Paul, MN 55075
Family Connections
1515 5th Ave. So.
South St. Paul, MN 55075
307238/1 G-5
Convent of the Visitation School
2455 Visitation Drive
Mendota Heights, MN 55120
St. Croix Lutheran High School
1200 Oakdale Avenue
West St. Paul, MN 55118
St. Joseph's School
1138 Seminole Avenue
West St. Paul, NIN 55118
St. Thomas Academy
949 Mendota Heights Road
Mendota Heights, MN 55120
Brown Institute
1440 Northland Drive
Mendota Heights, MN 55120
Private Schools
Emanuel Lutheran School
115 Crusader Avenue
West St. Paul, MN 55118
St. John Vianney School
1815 Bromley Street
South St. Paul, MN 55075
St. Michael School
335 E. Hurley Street
West St. Paul, MN 55118
Holy Trinity School
745 - 6th Avenue S.
South St. Paul, MN 55075
Higher Education Institutions
Inver Hills Community College
2500 East 80th Street
Inver Grove Heights, MN 55076
Administration Center
1590 West Hwy 55
Hastings, MN 55033
Judicial Center
1560 West Hwy 55
Hastings, MN 55033
Pleasant Hill Library
1490 South Frontage Road
Hastings, MN 55033
Burnsville Police Department
100 Civic Center Parkway
Burnsville, MN 55337
Proposed Interconnection Sites
Government Complex
1560 —1590 West Hwy 55
Hastings, MN 55033
Law Enforcement Center
1580 West Hwy 55
Hastings, MN 55033
Burnhaven Library
1101 West County Road 42
Burnsville, MN 55306
Library System Administration
1340 Wescott Road
Eagan, MN 55123
307238/1 G-6
C
C
Western Service Center
14955 Galaxie Avenue
Apple Valley, MN 55124
Pilot Knob Elementary School
1436 Lone Oak Road
Eagan, MN
Dakota County Technical College
1300 — 145th Street E.
Rosemount, MN 55068
Galaxie Library
14955 Galaxie Avenue
Apple Valley, MN 55124
Apple Valley Police Department
7100 147th Street West
Apple Valley, MN 55124 -9016
*Grantee to provide interconnection between NDC4 I -Net hub and the I -Net hubs of other Twin
Cities area MediaOne systems which have been built or may be built in the future. Future
interconnection to sites within these systems or interconnection between Grantee's system and
other companies' systems are subject to agreement with other franchisors and/or other companies
where applicable.
307238/1 G -7