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HomeMy WebLinkAbout08 AT&T FRANCH RENEW 06-04-01AGENDA REPORT MEETING DATE: JUNE 4, 2001 800-10 TO: FROM: SUBJECT: WILLIAM A. HUSTON, CITY MANAGER PUBLIC WORKS DEPARTMENT/ENGINEERING DIVISION STATUS REPORT - AT&T FRANCHISE RENEWAL NO. 8 06-0-01 SUMMARY Staff is continuing its review of the AT&T Broadband franchise renewal proposal and anticipates returning to the City Council with a recommendation this fall. RECOMMENDATION Receive and file. FISCAL IMPACT There is no fiscal impact associated with this action. BACKGROUND In May 2000, The City Council adopted a resolution identifying community issues and needs and requested a franchise renewal proposal from AT&T by September 2000. Staff received that proposal on or about September 5, 2000. On November 20, 2000, the City Council adopted resolution 00-81 finding that the AT&T Broadband proposal submitted in September 2000 was inadequate for a number of reasons and made a preliminary finding that the franchise should not be renewed. That resolution also requested AT&T to resubmit its proposal within 60 days of the adoption of the resolution. In December, AT&T's attorney submitted a number of inquiries and opinion letters that required staff and City Attorney review and response. As the various responses were being processed, AT&T submitted their revised proposal on January 18, 2000. Subsequently, AT&T's attorney submitted an amendment to their revised proposal which raised substantial legal issues. Staff is continuing the process of reviewing the proposal(s) for conformance to the City Council resolution 00-81 that identified the specific issues requiring response by AT&T Broadband. At this time, staff has not issued a determination regarding the adequacy or completeness of the AT&T franchise proposal. In order to complete a thorough review and analysis, staff is in the process of retaining the services of a consulting firm to review past contract performance, system technology and customer satisfaction in relation to Federal Communication Commission regulations and The Telecommunications Act. The franchise does not expire until the summer of 2002. There is sufficient time to complete a thorough review of AT&T's proposal and bring the matter back to the City Council for full consideration this fall. Residents complaints have decreased to about one a day. Staff believes that many residents are either leaving the system or reluctantly adapting to the technology and programming choices mandated by AT&T. A recent development that has gained the attention of residents is the recently revised rate structure. The price for the basic one level of service (without a converter) was increased by S.43 to 9.22 per month effective July 1. 2001. The price for other levels of service was increased by $1.17. Many installation and service fees were substantially reduced. A complete summary of fees and adjustments is attached. Tim D. -~rlet (,., -'"'- '" Director of Public Works/City Engineer j . Adl'rffnistrative Services Manager Attachments: City Council Resolution 00-81 AT&T Proposal 1-22-01 AT&T Rate Structure 2 RESOLUTION NO. 00-81 3 4 5 6 7 8 9 10 11 12 t3 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TUSTIN, CALIFORNIA, ESTABLISHING THE CITY'S PRELIMINARY ASSESSMENT THAT THE CITY SHOULD NOT RENEW THE CABLE TELEVISION FRANCHISE OF MEDIA ONE OF LOS ANGELES, INC., D.B.A. AT&T BROADBAND; REQUIRING THE PRODUCTION OF SERVICE LOGS; REQUESTING A REVISED OR NEW PROPOSAL FROM MEDIA ONE WITHIN 60 CALENDAR DAYS OF THE DATE OF THIS RESOLUTION AND SUSPENDING THE PROVISIONS OF RESOLUTION NO. 99-49 WHEREAS, Media One of Los Angeles, Inc., d.b.a. AT&T Broadband ("Media One") holds a non-exclusive Cable television franchise in the City of Tustin (the "City") as successor-in-interest to Continental Cablevision, Inc.; and WHEREAS, Media One's franchise expires July 6, 2002; and WHEREAS, the Communications Act of 1934, as amended by the Cable Communications Policy Act of 1984, the Cable Television Consumer Protection and Competition Act of 1992, and by the Telecommunications Act of 1996 (the "Cable Act") provides for the renewal of existing cable television franchises and authorizes the City to require a renewal proposal and to set deadlines therefor; and WHEREAS, on June 21, 1999, the City Council adopted Resolution No. 99-49 to establish a uniform process for the consideration of cable television franchise renewals; and WHEREAS, on July 12, 1999, Media One requested that the City initiate renewal of its cable television franchise; and WHEREAS, on August 23, 1999, the City notified Media One that it would proceed with the franchise renewal process pursuant to Resolution No. 99-49; and WHEREAS, pursuant to Resolution No. 99-49 the City Council held a public hearing on May 1, 2000 to receive public testimony on the question of the renewal of Media One's cable television franchise and to identify future cable-related community needs and interests, and to review Media One's past performance; and WHEREAS, public testimony at the May 1, 2000 public hearing revealed that Media One had not resolved franchise compliance issues identified in a City notification letter dated November 11, 1999 and acknowledged by AT&T and Media One on December 1, 1999; and WHEREAS, public testimony at the May 1, 2000 public hearing revealed increased customer dissatisfaction and complaints with Media One's service; and WHEREAS, the City Council directed Media One to immediately respond to the numerous customer service complaints raised at the May 1,2000 public hearing and directed City staff to request that Media One submit a proposal for renewal of Media One's cable television franchise addressing the following issues pertaining to the City's future cable- related needs and interests, and Media One's performance under the current franchise agreement: ;TIN MEDIA 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 FUTURE CABLE-RELATED NEEDS AND INTERESTS: 2. 3. 4. 5. Provide live coverage of City Council Meetings and a regularly scheduled rebroadcast at least 2 times, including 1 broadcast during a weekday prime time and 1 broadcast during the weekend, including transmission to the Cox Communications system; Provide a full time local access channel dedicated to the City with coordinated or joint programming provided by Media One and Cox; Provide assurances in the franchise agreement for payment of franchise fees for data/Internet services; Explicitly agree to utilize current Federal Communications Commission ("FCC") requirements for customer service; Provide documentation, satisfactory to the City, of company customer service qua!ity assurance efforts and of participation by all customer service staff in training in customer relations; Subject the franchise agreement to future City ordinances and City Code amendments; Provide free Internet access to City facilities, libraries, and schools in the Media One service area; Agree to provide open Internet access in Tustin should it become available to any municipality in the State of California; Contin'ue to maintain a local customer service office; 10, Maintain a locally accessible television program production facility; 11. By June 30, 2003, upgrade the City Council television production facilities, as mutually agreed, for a minimum cost of ,$10,000 and a maximum cost not to exceed $25,000 for equipment and installation services; 12. Continue to provide qualified staff to provide production services for City Council meetings; 13. Become more involved with the community and provide programming and/or production services that are specifically tailored to the City's residents interests; ISSUES PERTAINING TO MEDIA ONE'S PERFORMANCE UNDER THE CURRENT FRANCHISE: 1. Frequent and prolonged television service interruptions; 2. Rudeness and indifference displayed by Media One customer service representatives; 3. Customer service staff not knowledgeable about products and procedures; 4. Telephone service calls not answered or answered by a recording only; -2- ;TIN MEDIA 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 5. Long hold times for calling customers; 6. Service staff failing to respond to scheduled on-site technical service calls; 7. Various customer billing issues (i.e. high rates, Iow service levels, billing errors); 8. Limited channel/programming offerings; 9. Broadband Internet service not available; and WHEREAS, Media One submitted its proposal for renewal of its cable television franchise dated September 5, 2000, which fails to address issues identified by the City Council pertaining to the City's future cable-related needs and interests, and Media One's performance under the current franchise agreement. A copy of Media One's transmittal letter and proposal is attached hereto as Exhibit "A" and is incorporated herein by this reference; and WHEREAS, the transmittal letter accompanying Media One's proposal acknowledges the customer service concerns expressed by the City Council at its May 1,2000 meeting, yet fails to disclose the processes that Media One is employing to address the concerns. Instead, the transmittal states, "1 would also like to request an opportunity to discuss in more detail the processes that AT&T Broadband will employ to address the customer service concerns that were expressed by the City Council;" and WHEREAS, Resolution No. 99-49 authorizes the non-renewal of Media One's franchise if after adoption of a resolution containing a preliminary assessment that the City should not renew the franchise, and at the conclusion of administrative proceedings, the City Council makes adverse findings in reviewing any one of the following factors: A. Whether the cable operator substantially complied with the material terms of the existing franchise and applicable law, and the City provided the cable operator sufficient notice and an opportunity to cure any failure to comply; B. Whether the quality of the cable operator's service, including signal quality, response to consumer complaints, and billing practices, was reasonable in light of community needs, and the City provided the cable operator sufficient notice and an opportunity to cure any defects. In reviewing this factor, the City cannot consider the mix or quality of cable services or other services provided over the system (content); C. Whether the cable operator has the financial, legal, and technical ability to provide the services, facilities, and equipment as set forth in its proposal; D. Whether the cable operator's proposal is reasonable to meet the future cable-related community needs and interests, taking into account the cost of meeting such needs and interests; and WHEREAS, the City Council held public meetings on October 16, 2000 and November 6, 2000 as a result of numerous additional complaints by City residents pertaining to Media One's compliance with its franchise, including the issues noted in the City's letter dated November 11, 1999, and those raised at the May 1,2000 public hearing; and -3- ;TIN MEDIA 1 2 3 4 5 6 7 8 9 10 ;TIN MEDIA 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 WHEREAS, Media One's franchise, Ordinance 1002, requires Media One to comply with the following standards: 1. Paragraph 16, level of service: "Franchisee shall use its best efforts to maintain, operate and, where feasible, modify the cable television system toward the goal that its performance will be in accordance with the highest and best accepted standards of the industry." 2. Paragraph 17, Bi-Directional Interconnect Capability: "... All public schools and City's facilities in Franchisee's service area within City shall be interconnected at the request of the appropriate public agency." 3. Paragraph 18, Subscriber Service and Complaint Procedures: "The Franchisee shall have a business and service office in the City to serve the Tustin cable television system .... The Franchisee will maintain sufficient service personnel and equipment in such location(s) for the Franchisee to be able to take action upon customer service calls in the manner specified herein .... The telephone service shall transmit service interruption messages to the service repair force within two (2) hours of receipt of the original call between 8:30 a.m. and 8:00 p.m. Monday through Friday and 8:30 a.m. until 5:00 p.m. Saturdays. The Franchisee shall maintain a service repair force sufficient to respond within twenty-four (24) hours Monday through Friday and within forty-eight (48) hours during a weekend to any individual interruption of service and also a sufficient installation force to perform service installations within ten (10) working days. Service problems that are correctable from the headend station shall be remedied within an eight (8) hour period .... The Franchisee shall keep a maintenance service log for a running three year pedod which will indicate the nature of each service complaint, its location, the date and time it was received, the disposition of said complaint and the time and date thereof. This log shall be made available for periodic inspection by the City;" and WHEREAS, Tustin City Code Section 7412.c requires Media One to comply with the following service regulations: "1. Limit system failures to minimum time duration by locating and correcting malfunctioning promptly, but in no event longer than twenty-four (24) hours after occurrence, irrespective of holidays or other non-business hours .... 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Render efficient service, making repairs promptly and interrupting service only for good cause and for the shortest time possible. Planned interrupting, insofar as possible, shall be preceded by notice given to subscribers twenty-four (24) hours in advance and shall occur during periods of minimum use of the system;" and WHEREAS, Tustin City Code Section 7412.e requires Media One to comply with the following regulations: "1, It is the desire of the City that all cable television systems franchised hereunder shall, insofar as financially and technically possible., be compatible one with another and with systems adjacent to the City. Wherever it is financially and technically feasible, the Grantee shall so construct, operate and modify the system so as to tie the same into all other systems within and adjacent to the City." NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF TUSTIN, CALIFORNIA, finds, determines and orders as follows: SECTION 1: PRELIMINARY ASSESSMENT THAT THE CITY SHOULD NOT RENEW MEDIA ONE'S FRANCHISE. That as a preliminary assessment, after having reviewed Media One's performance under its franchise and Media One's proposal for renewal, Media One's franchise should not be renewed. This is not an assessment pursuant to 47 U.S.C. Section 546(c)(1). The reasons for this assessment are as follows: A. Although the City provided Media One sufficient notice and an opportunity to cure the following problems, Media One has failed to substantially comply with the material terms of its franchise and applicable law: 1. Frequent and prolonged television service interruptions. 2. Rudeness and indifference displayed by Media One customer service representatives. 3. Media One employs customer service representatives who are not knowledgeable about Media One's products and procedures. 4. Telephone service calls are not answered or answered by a recording only. 5. Long hold times for calling customers. Service representatives fail to respond to scheduled on-site technical service calls. 7. Various customer billing issues (i.e. high rates, Iow service levels, billing errors), -5- ;TIN MEDIA 1 2 3 4 5 6 7 8 9 10 ;TIN MEDIA 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 8. Limited channel/programming offerings. The new equipment that Media One requires customers to use is not easy to use, and is often confusing for customers (multiple.boxes and remotes are required). 10. Media One provides poor service to public schools. While some schools are connected to Media One's system, others are not, and those that are connected have experienced outages. B. Although the City provided Media One sufficient notice and an opportunity to cure the following problems, the quality of Media One's service, including signal quality, response to consumer complaints, and billing practices, is unreasonable in light of community needs: 1. Frequent and prolonged television service interruptions. 2. Poor reception and picture quality. 3. Rudeness and indifference displayed by Media One customer service representatives. Media One employs customer service representatives who are not knowledgeable about Media One's products and procedures. Telephone service calls are not answered promptly or are answered by a recording Only. 6. Long hold times for calling customers. o Service representatives fail to respond to scheduled on-site technical service calls. 8. Vadous customer billing issues (i.e. high rates, Iow service levels, billing errors). 9. Limited channel/programming offerings. 10. The equipment that Media One requires of customers is not easy to use, and is often confusing for customers (multiple boxes and remotes are required). 11. Media One provides poor service to public schools. While some schools are connected to Media One's system, others are not, and those that are connected have experienced outages. C. Media One's financial, legal, and technical ability to provide the services, facilities, and equipment set forth in its proposal for franchise renewal, is questionable as follows: 1. Media One is unable to employ sufficient customer service personnel to address the number of customer service complaints. Media One is unable to train customer service and technical personnel to promptly and satisfactorily address customer service requests. -6- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 D. Media One's franchise renewal proposal is not reasonable to meet the future cable-related community needs and interests, taking into account the cost of meeting such needs and interests, as follows: Media One's proposal fails to provide for live coverage of City Council Meetings and a regularly scheduled rebroadcast at least 2 times, including 1 broadcast during a weekday prime time and 1 broadcast during the weekend, including transmission to the Cox Communications system. While Media One currently provides this service, its renewal proposal suggests that it intends to discontinue this service. Media One's proposal fails to address connectivity with Cox's cable television system, which serves approximately one-third of the City, thereby precluding City Council Meeting coverage for approximately one-third of the City. (See, Tustin City Code Section 7412.e.2). Media One's proposal would reduce customer service standards applicable under the current franchise. For example, the proposal would eliminate the requirement for Media One to maintain sufficient service personnel and equipment for Media One to be able to take action upon customer service calls in the manner specified in the franchise agreement, to respond within a reasonable time to any individual interruption of service, to minimize the delay for service installation, and to keep a maintenance service log over a three-year pedod containing the disposition of service complaints. Additionally, Media One currently may not be meeting FCC customer service standards, which are desired by the City, and which require the following: · Trained company representatives that will be available to respond to customer telephone inquiries during normal business hours. · Telephone answer times by customer representatives, including wait time that shall not exceed 30 seconds when the connection is made. If the call needs to be transferred, transfer time shall not exceed 30 seconds. · Standard installations will be performed within 7 business days after the order is placed. · Begin working on service interruptions within 24 hours after the interruption becomes known. · 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. · An operator may not cancel an appointment with a customer after the close of business in the business day prior to the scheduled appointment. If a cable operator representative is running late for an appointment with a customer and will notbe able to keep the appointment as scheduled, the customer will be contacted. [47 CFR § 76.309]. Media One's proposal fails to provide documentation of customer service quality assurance efforts and of participation by all customer service staff in training in customer relations. -7- ;TIN MEDIA 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 Media One's proposal fails to provide free Internet access to City facilities, libraries, and schools. Media One's proposal fails to agree to provide open Internet access in Tustin should it become available to any municipality in the State of California. o Media One's proposal fails to assure continued maintenance of a local customer service office. Media One's proposal fails to assure that it will maintain a locally accessible television program production facility. Media One's proposal fails to provide for the upgrade of the City Council television production facilities. 10. Media One's proposal would limit the definition of the gross receipts over which Media One will pay franchise fees as currently defined in Tustin City Code Section 7413 and Ordinance 1002. 11. Media One's proposal would exempt Media One from paying franchise fees in the event that open video service providers using the public right-of-way do not also pay a franchise fee on the same portion of their gross receipts, although open video service providers are subject to separate regulation and requirements under the Cable Act. 12. Media One's proposal would eliminate the requirement for Media One to reimburse City expenses associated with the franchise renewal process. 13. Media One's proposal would limit Media One's duty to provide some free services and minimum service requirements to educational and governmental buildings and institutions. 14. Media One's proposal would require a "more favorable condition" clause while it would eliminate a "more favorable city" clause. SECTION 2: NOTICE TO PRODUCE DOCUMENTS: Media One is hereby ordered to produce within thirty (30) days of the date of this Resolution, one copy of the maintenance service log required by Section 18 of its franchise, Ordinance 1002, for the period commencing November 21, 1997 through November 20, 2000, indicating the nature of each service complaint, its location, the date and time it was received, 'its disposition and the time and date thereof. SECTION 3: REQUEST FOR REVISED OR NEW PROPOSAL AND SUSPENSION OF THE PROVISIONS OF RESOLUTION NO. 99-49. The provisions of Resolution No. 99-49 are hereby suspended, and Media One is requested to submit a revised or new proposal for renewal of its franchise within sixty (60) calendar days of the date of this Resolution. Media One is requested to address in its proposal each of the matters described in Section 1 of this Resolution. -8- ;TIN MEDIA EXHIBIT A September 5, 2000 ---- AT&T AT&T Broadband 550 Iq. Continental/3ouievarC Suite 250 El Segundo, CA 90245 Mr. Iim D. Serlet Public Works Director City of Tustin 300 Centennial Way Tustin, CA 92780 RE: AT&T Broadband Franc,h.ise Renewal Dear Mr. Serlet: As requested in your letter of May 8, 2000, attached is the Franchise Renewal Agreement .. that is being proposed by AT&T Broadband. It was the intent of AT&T Broadband tO minimize the duplication of work that the City. of Tustin might have to engage in by negotiating two Franchise A~eements simultaneously, one with Cox Communications and the other with AT&T Broadband. Therefore, our proposal is submitted as an edited version of the Cox Communications document that was provided to us by the City. We hope this will simplify, the process and address all of the concerns that were outlined in your May 8th letter. I would also like to request an opportunity to discuss in more detail the processes that AT&T Broadband wSll employ to address the customer service concerns that were expressed by the City Council. As you know AT&T Broadband is rapidly completing it's rebuild efforts within the city which will improve the quality of video service within the city. and reduce the number of complaints that have been raised by residents regarding their picture quality. I and other AT&T Broadband staff have also met with the City of Tustin staff to coordinate AT&T Broadband's increased involvement with the local community which ,,,,'as requested in your May 8th letter by means of participation in Tustin Tiller Days. This is just one example of our continued commitment to the city and I welcome the opportunity to meet with the City of Tustin to discuss other possibilities of community involvement. ~' Rec.vclecl Paper AT&T Broadband Franchise Renewal September 5, 2000 Page 2 We look forward to meeting with City of Tustin staff as soon as possible to work out the details of the proposed agreement. If in the meantime, you have any questions or require further clarification please do not hesitate to contact me at (310) 647-6682. Stephen D. Sawyer Director, Local Government Affairs Cc~ William Huston, Ci~' Manager, City. of Tustin Joe Meyers, Senior Management Analyst, City of Tustin Lois Jeffrey, City Attorney, City of Tustin 1 ORDINANCE NO. 1228 2 3 4 5 6 7 8 9 10 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF TUSTIN, CALIFORNIA, RENEWING A FRANCHISE FOR A CABLE TELEVISION SYSTEM GRANTED TO COXCOM, INC., DBA COX COMMUNICATIONS ORANGE COUNTY.MEDIAONE OF LOS ANGELES, INC. KNOWN AS AT&T BROADBAND. WHEREAS, the City is authorized to grant, renew and deny franchises for the installation, operation and maintenance of Cable Television Service within the City's boundaries by virtue of federal and state statutes and court rulings, by the City's police powers, by, its authority over its public rights of way and by other. City powers and authority; and WHEREAS, CoxCom,MediaOne of Los Angeles. Inc., doing business as, Co~ Communications Orangs Countyas AT&T Broadband (hereinafter, "Grantee"), is currently maintaining and operating a Cable Television System in the City of Tustin pursuant to a franchise granted by the City; and 11 WHEREAS Grantee agrees to comply with the applicable provisions of Tustin'City Code, Sec. 7410 et seq., as amended and the provisions of the Cable Communications 12 Policy Act of 1984 as amended by the Cable Television Consumer Protection and Competition Act of 1992 and by the Telecommunication Act of 1996, 47 U.S.C. §§ 521 et 13 seq. (the Cable Act); and 14 15 16 17 18 19 2O 21 22 WHEREAS, the City finds that Grantee has substantially complied with the material terms of its existing Franchise and with applicable law; and WHEREAS, the quality of Grantee's Cable Television Service, including signal quality, response to consumer complaints and billing practices, has been reasonable in light of community needs; and WHEREAS, Grantee has the financial, legal and technical ability to provide the services, facilities and equipment as set forth in this Ordinance granting a Franchise renewal; and WHEREAS, the terms and conditions of this ordinance granting a franchise renewal are reasonable to meet the future cable related needs and interests of the community, taking into account the cost of meeting such needs and interests. NOW THEREFORE, the City Council of the City of Tustin, California, does hereby ordain as follows: 23 1. Grant of Franchise Renewal. 24 a. The City hereby grants a Cable Television System Franchise renewal to Grantee pursuant to the terms and conditions of this Franchise for the purposes of 25 constructing, operating, rebuilding and maintaininq a System in the City, Grantee may erect, install, construct, upgrade, repair, replace, reconstruct and retain in, on, over, under, upon, 26 across and along the Public Rights-of-way in the City such lines, cables, fiber optics, conductors, ducts, conduits, vaults, manholes, amplifiers, appliances, pedestals, enclosures, 27 attachments and other property and eauipment as are Franchisc.necessary and appropriate to the operation of the System to provide Cable and such other services as permitted by law. 28 OneTustin CoxAT&T Franchise V2 (8'1 '39)V1 ('9/5/00) 1 This renewal of a non-exclusive Franchise for a Cable Television System (hereinafter the "Franchise") is issued pursuant to the authority provided in Tustin City Code, § 7410 et seq., 2 (hereinafter the "Enabling Ordinance") and the Cable Act. All of the provisions of the Enabling Ordinance are incorporated herein by this reference, as if set forth in full. The 3 Enabling Ordinance and this Franchise contain the terms and conditions of the Franchise and shall supersede all prior Franchises granted to Grantee on the effective date of this 4 Franchise. To the extent the provisions of the Enabling Ordinance are inconsistent with those of this Franchise, the provisions of this Franchise shall prevail. 5 prevail. No amendment to any ordinance, rule, regulation, resolution, or other enactment of the City shall be effective upon Grantee without Grantee's acceptance to the extent that such 6 amendment materially increases .Grantee's burdens or materially diminishes Grantee's benefits hereunder. 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 b. Grantee shall be subject to future City ordinances and City code amendments relative to its operations in the city. c. Assignment or Transfer of Franchise. The Franchise granted herein shall be a privilege to be held in personal trust by Grantee. It cannot, in any event, be sold, transferred, leased, assigned or disposed of in whole or in part, either by forced or involuntary sale, or by voluntary sale, merger, consolidation or otherwise, without prior consent of the City Council of the City of Tustin expressed by Resolution, and then only under such conditions as may therein be prescribed, consistent with applicable law. Any such transfer or assignment shall be made only by an instrument in writing, such as a bill of sale, or similar document, duly executed copy of which shall be filed in the Office of the City Clerk within thirty (30) days after any such transfer or assignment. Any proposed assignee must show responsibility and capability as determined by the City Council, consistent with applicable law, and must agree to comply with all provisions of the Franchise and Tustin City Code. However, no such consent shall be required for transfer in trust, mortgage, or other hypothecation, in whole or in part, to secure indebtedness. Provided, further, that Grantee may transfer the Cable Television System and any related assets, including this Franchise, to an entity which controls, is controlled by, or is under common control with Grantee, provided Grantee shall give at least thirty (30) days prior written notice of any such transfer to the City. The consent required herein shall not be withheld unreasonably. 2. Franchise Area. The Franchise Area for this Franchise shall be all property within the boundaries of the City of Tustin as of the effective date of the Franchise, and as the boundaries may change during the Franchise period through annexation, subject to the following conditions: a. Grantee shall not be required to overbuild areas already served by another multi-channel video provider. b. In the event Grantee elects to overbuild areas already served by another multi- channel video provider, Grantee shall be subject to the procedures established under Section 53066.3 of the California Government Code, as applicable at the time Grantee submits its application, plans and specifications required under the Enabling Ordinance and this Franchise. c. In the event of annexation of new territory to the City, the City Council may determine at a public hearing the grantee or grantees, if any, that will serve such new territory. 3. Term of Franchise. Notwithstanding Section 7414.a. of the Tustin City Code, the term of this Franchise shall be for a period of ten (10) years, commencing on July -~, OneTustin Cox .--r'3nchir~3 V2 (8.'I.'00) '--~AT&T Franchise V1 (9!5/00) -2- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 -2090¢, 2002, and expiring June 30, 2010,on midnight of July 6, 2012, subject to termination as hereinafter provided. 4. Franchise Fees. a. Fee. As of thc effective date of this Franchise, thc franchise fcc shall bc in an amount not to cxcccd fivc pcrccnt (5%) of Grantee's Gross Receipts. b. Intcrnct Services. (1) Grantee shall pay franchise fccs on gross rcvcnucs that Grantee rcccivcs from subscribers in thc City to its Intcrnct scrviccs. To thc extent Grantee accounts separately for its revenues from Internct services, Grantee shall account scparatcly for thc franchisc fees from its Intcrnct services from its cable television franchise fccs. (2) Should Congress, thc FCC, or a court of compctcnt jurisdiction dctcrminc that Intcrnct services offered cvcr a cable tclcvision system is not a cable service, Grantee shall have thc right to c3asc paying franchisc fccs on such service undcr this Franchisc. (3) In thc cvcnt that Grantee ceases to pay franchisc fccs for Intcrnct services undcr this Franchisc, to thc extent legally pcrmissiblc, and in accordance with applicablc federal and state law, thc City reserves thc right to rcquirc Grantee to cntcr into a separate franchise agreement with thc City for thc provision of Intcrnct services in accordancc with thc Tustin City Cods. During the term of this Agreement, Grantee shall pay to the City an annual franchise fee in the amount of five percent (5%) of its Gross Revenues. Franchise fees may be passed through to subscribers as a line item on subscriber invoices, and otherwise. In the event another provider of video proqramminq, including open video service, uses the Public riahts-of-way for purposes of constructing, operating and maintaining a facility for the distribution of video programming, the Grantee shall not be reauired to pay a franchise fee on the portion of its Gross Revenues derived from its provision of any Service unless such other provider is also required to pay a franchise fee on the same portion of its Gross Revenues attributable to its provision of that Service. The fee payable by the Grantee, as a percentaqe of any portion of its Gross Revenues. shall not exceed the percentage pavable by the other provider on the same portion of its Gross Revenues. ~b.= For purposes of this section, "Gross Rcoeipts" is any and all compcnsation, in whatcvcr form, grant, subsidy, exchange, or othcrwisc, directly or indircctly rccclvcd by Grantee, not including any taxcs or services furnished by tho grantcc imposcd dircctly on any subscriber or user by aRevenues" shall mean all revenues received by Grantee for Cable Services provided to Subscribers in the Franchise Area using the Public Rights-of- Way, excluding taxes, franchise fees. requlatory fees or other assessments collected for ~ county, stats or other govcrnmental unit, and collected by thc Grantec for such entity. Howcvcr, "Gross P, occipts" shall not includc bad debt, any rcvcnucs other than from thc provision of Cablc Television Scrvicc from thc operation of thc Cablc Tclcvision System, or amounts that may bc excluded pursuant to applicabtc law. governmental authorities, bad debt expense, and subscriber deposits. ek.c_. Time of Payment. The franchise fee shall be payable forty-five (45) days after the close of each quarter of Grantee's fiscal year ("billing cycle"). c. Grantee acknowledges that franchise fccs arc necessary to dcfray thc City's eosts associatcd with Grantee's usc of City streets and for thc purposes of providing rcvcnuc with which to defray thc cost of regulation arising out of issuance of thc Franchisc. Thc ,. (8,1, ~9) 1 4AT&T Franchise Vl f9f5/0O) OneTustin C~x F,'-an¢~ioc ' ''~ .... 3- 1 streets and other public rights of way to be used by Grantee in the operation of its cable television system within thc boundaries of thc City arc valuable public properties acquired 2 and maintained by thc City at great expense to its taxpayers, and thc grant to thc Grantee of oonscnt to ucc such strocts and other public rights of way is a valuable property right without 3 which Grantee would be required to invest substantial additional capital. Furthermore, thc City will incur posts in administering thc Franchise in thc public interest. Thus, in 4 oonsidcration of thc granting and exercising of a Franchise to usc thc streets and other public rights of way as hcrcin defined, for thc operation of a cable television system, and to 5 reimburse City for costs incurred in administering this Franchise granted pursuant to this Ordinance, Grantee shall pay thc City thc fees provided in this Ordinance. 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 ~ No acceptance of any payment shall be construed as an accord that the amount paid is, in fact, the correct amount, nor shall such acceptance of payment be construed as a release of any claim which the City may have for further additional sums payable under the provisions of the Franchise. 5. Reimbursement of City Expenses. Grantee shall pay to City an amount equal to thc legal expenses incurred by thc City in preparing, revising, negotiating and cnacting this Ordinance and matters directly related thereto. Thc City shall prepare a statement aggregating such cost and send such statement to thc Grantcc. In no event, howcvcr, shall such aggregate amount cxcccd One Thousand Five Hundrcd Dollars (S1,500.00). Thc Grantee shall pay thc amount of such statement to thc City within thirty (30) days thcrcaftcr. Thc purpose of this Section is to reimburse City for thc expenses incurred by City in prcparing and enacting this Ordinance. ~.'5___,. Establishment and Extension of Cable Television Service. Within its Service Area. Grantee shall extend its trunk and distribution system to serve subscribers requesting service where the densitv'of potential subscribers to be passed by such extension is equal to or greater than thirty (30i households per mile in areas passed by overhead cable or fifty (50) households per mile in areas passed by underground cable, provided that all such permission as mav be required from the owner of the property is reasonably available, and that service to muitiple dwelling units need be provided only on terms acceptable to Grantee. In new housing districts, areas with occupancy densities of more than thirty (30) households per mile which are contiguous to the system will be provided with access to service to the extent service is economically feasible and technically possible. In Service. Grantccareas with less than thirty (30) households per mile aerial or fifty (50) households per mile underground, service shall be offered in conformance with Grantee's service extension policies. Grantee shall not be required to'extend or offcr Cablc Television Service to any Unit in excess of 150 fcct when ovcrhoad and 50 feet when underground from Grantcc's existing Cable Television System facilitics or if thcits trunk and distribution system where the area is already served by extension of Cable Television Service to a Subscriber would result in Cable Television Systcm construction in an area less than 20 homes per mils of Cable Tclcvision System Plant without additional post rccovcry bas, cd on thc time and materials required from thc l'Zcrson(s) requesting thc line extension. Upon receipt of a request by said Rcrson(s) Grantee shall provide a written estimate of costs to cxtcnd Cable Television Service to thc property in question within thirty (30) days.another Person franchised by the City. Grantee's maximum standard length for a service drop is one hundred twenty-five (125) aerial feet. For underground drops which require the cutting of pavement curbs, sidewalk, or similar surfaces, and for all drops c]reater than one hundred twenty-five (125) feet, Grantee will charge an installation fee equal to its cost of time and materials plus customary overhead. ~6_. Rates. Grantee shall impose rates consistent with the provisions of the Cable Act, and pertinent provisions of the California Government Code, any supplements or 3neTustin Cox Franchisee V2 (i~,'1/00) 14AT&T Franchise Vl (g!5!00} --4- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 amendments thereto, any successor legislation, and the regulations which are or will be promulgated under such legislation. Grantee shall advise City of its rates and of any changes thereto as soon as such ratcs or changcs arc cstablishcd.in accordance with applicable law. 8. Cable Television System Design and ~)crformanccPerformance Requirements. a. Cable TelevisionSystemCapacity. Grantee shall provide a minimum carriage capacity of 750 MHz. Each Channel delivered to the Subscriber shall meet all Federal Communication Commission (FCC) standards and rules. Grantee shall use its best efforts to maintain, operate, and, where, in Grantee's opinion, is technically and economically feasible, modify the Cable Television System towards the goal that its performance will be in accordance with the highest and best accepted standards of the industry. b. Minimum Services. Grantee shall make available capacity for a minimum of seventy-five (75) channels, provided that Grantee may utilize alternative technologies (including compression or servers) to deliver such channels. c. Permits. Plans and Specifications Required. (1) Prior to performing any work in, upon, above, beneath, or across any public right-of-way, Grantee shall first obtain all necessary or required permits, agreements, or approvals from the City and all other governmental entities with jurisdiction over the work or public right-of-way, including by way of example but not limitation, any or all of the following: (a) Encroachment permits for street work, street excavation, use, removal and relocation of property within a street, and other street work, (b) Design review of above ground cabinets pursuant to Ordinance No. 1213, codified at Part 6 of Chapter 2 of Article 7 of the Tustin City Code, (c) Permits or agreements for occupying any other property of the City to which access is not specifically granted by the Franchise, including, without limitation, permits and licenses for placing devices on or in poles, conduits, or other structures or facilities owned by the City or other governmental entity. (2) All plans for work in, upon, above, beneath, or across the public right-of- way shall be engineered to a scale of not less than 1":-4' and shall include the proposed location of the work, Grantee's existing facility locations, construction timetables, equipment specifications, and design performance criteria. Grantee shall make reasonable efforts to avoid negative aesthetic impacts. (3) Grantee's System. Grantee shall maintain in its business office, and make available to the City for its review, upon request, maps, using standard industry designations, that at a minimum disclose (a) cable routes, (b) locations and identifications of aerial and above and below ground appurtenances (such as risers, vaults, pedestals and power supplies) and (c) physical locations and identifications of system components, including but not limited to cables and active and passive electronics and the electrical values of its taps, splitters or directional couplers. Since such maps may be proprietary and confidential, copies will not be provided to the City. Where such plans and specifications are not in compliance with zoning ordinances, traffic safety standards, and other applicable ordinances, codes, regulations, OneTustin Cox Franchicc V2 (8,'1/00) 1 4AT&T Franchise Vl (9!5100) -5- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 determinations and ratings, Grantee shall modify or revise such plans and specifications so as to achieve such compliance. At the request of the City, Grantee shall reasonably relocate facilities within technical design constraints where such relocation will not result in additional cost to Grantee. d. Two Way Capability. Any Cable Tclcvision System that Grantcc shall choose to design for two way capability shall bo dcsigncd so as to permit thc future implcmcntation of upstream signal carriagc without requiring modifications to its dcsign. Thc Cablc Television Systcm shall also bc capable of cnsuring that noncommercial, educational and governmental ("EG") Programming can bc distributed on thc subscribcr network. (1) Two way Cablc Tclcvision Scrviccs for Subscribcrs shall bc offcrcd to Subscribers following satisfaction of each of thc following conditions: (i) thc 6ffcring of such two way Cable Tclcvision Scrviccs is permissible under applicable fcdcral and statc laws, ordinanccs, rulcs and rcgulations, (ii) Grantee has sccurcd all certificates, liccnscs, authorizations and approvals from federal and stats agencies necessary for thc offcring of such Cable Tclcvision Services, providcd, howcvcr, that Grantcc shall sack to obtain such approvals in a diligent and timely manner (iii) Cablc Television System Subscribcrs and/or potcntial Cablc Television System Subscribers have a domonstrablc intcrost in subscribing to such two way Cable Television Services, together with a dcmonstrablc willingness to pay a rcasonablc rats for such Cable Television Scrviccs, in each ca.sc as cvidcnccd by at Icast one statistically significant survey, provided, however, that upon thc rcasonablc written request of thc City it shall bc Grantee's burdcn to dcmo.qstratc to thc City's reasonable satisfaction that such Subscriber interest is insufficicnt and (iv) thc investment ncccssary to implement such two way capability can bc reasonably expected to bc rccovcrcd from thc incremental rcvcnuc anticipated from thc provision of such Cablc Tclcvision Scrviccs, togcthcr with a rcasonablc ratc of return, over a pcriod of time which is reasonable and customary in thc cable tclcvision industry for such investments. c. Homc Subscriber Terminal EquiDmcnt Addrcssablc, User Friendly. Pay Per Vicw Capability. Grantee shall offer some form of addrcssablc or altcrnativc tcchr~ology which is commcrcially available, in usc by other oomparablc Cable Tclcvision Systcms opcratcd by Grantcc or an affiliatc of Grantcc, and casy to usc. Said cquipmcnt and Cable Television Systcm shall bo dcsigncd to eliminate Subscriber confusion in thcir attcmpts to utilizc cablc ready tclcvision sets, VCR's Cablc Television System Convcrtcrs and rcmotc control units. Addrcssablc Subscriber Terminal oquipmcnt shall (i) pcrmit Grantcc to changc thc Icvel of thosc Cablc Television Services sccurcd by such addrcssablc tcchnology promptly at thc Subscribcr's rcqucst, and (ii) permit a Subscriber to ordcr singlc cvcnts (such as first run movies, sporting events, ctc.). Grantee may usc altcrnativc technology to secure Premium Scrviccs and/or thc dclivcry of individual cvcnts from time to timc over thc tcrm of thc Franchise. L-~d._,. Parental Control. Grantee shall provide a parental control option, trap or other device to Subscribers requesting the capability of removing objectionable video Pr. ogramming from any Cable Television Service or any Premium or Pay-Per-View Channel not subscribed to that is scrambled or otherwise withheld from any Subscriber. Grantee may charge for any such devices. g. Stcrco Availability. Grantee shall offcr and make availablc stcrco audio as part of thc video and audio signals dclivcrod to Subscribers, provided that those signals arc availablc for rcccption as stcrco audio signals at Grantee's Hcadcnd or othcr signal processing point. OneTustin Cox ;'.~nc,hic, o V2 (8'1100) --1-4.AT&T Franchise Vl f9!5/00) -6- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 h. Emergency Override System. Grantee shall provide, install, activate, and maintain an emergency override Cable Television System which includes audio override on all Channels of Grantee's Cable Television System whore such override is legally permissible, and character generated message capabilities on a designated Channel. City shall bc able to activate, provide audio programming, and terminate such emergency audio override on City designated Channels via dial up or dedicated telephone control upon Cable Television System upgrade. City shall usc thc audio override and character generated Cable Television System only in emergency situations, as declared by thc City Council or City Manager, when there is a threat to thc public welfare, health, or safcty, c. Emergency Alert System. Grantee shall provide emergency alert system ("EAS") capability consistent with the EAS rules set forth the FCC's rules governing cable television systems. i. Standby Power. Grantccf. Standby Power. Upon completion of the System rebuild Grantee shall provide standby power generating capacityduring utility power outages at its, the CableTclcvision System control center and at all Hcadcnds. Upon ..... abon of cash phase of a rebuilt Cable Television System,center. Grantee shall maintain standby power system supplies throughout the major trunk cable networks capable of providing emergency Cable Television System supplies at each fiber optic node.power within the standard limits of commercially available power supply units. 9. Grantee Support for EG Access and Local Origination. a. Grantee shall designate Channel capacity on the Basic Cable Television Service tier for educational and governmental ("EG") programming and for Local Origination programming. Grantee shall initially designate three (3) Channels; one (1) Education Channel; one (1) Government Channel, and one (1) Local Origination Channel. b. In the event Grantee is required by federal law or regulations to change the Channel number of an EG Channel; Grantee shall provide thirty (30) days advance notice to the City and its customers. Should Grantee desire to change the Channel number for any other reason, Grantee shall notify the City of such change and the reason for the change at least sixty (60) days before the proposed change. c. Whenever programming, whether of performances, notices or any other broadcast content, of any EG Channel occupies less than ten (10) hours of programming per day for six (6) days per week for a continuous period of not less than twelve (12) consecutive weeks, the City shall permit Grantee to utilize unused Channel capacity of that Channel under the following conditions: (1) Any request from Grantee to use any fallow capacity designated for a EG Channel must be submitted in writing to the City. (2) The City shall approve the request from Grantee to use fallow Channel capacity if it finds that: (i) the utilization of the Channel is as represented; (ii) Grantee has not acted in violation of any of the provisions of the Franchise regarding utilization of the Channel; and (iii) there are no special circumstances which would justify the denial or delay of implementation of the use of the Channel. If the City fails to act on Grantee's request within thirty (30) days, it shall be deemed approved. After approval, Grantee may continue to utilize the Channel for any other purpose it so chooses, consistent with the Franchise, until the City reasonably determines that all or a part of such Channel is needed for EG Programming. (3) Should the City reasonably determine that all or part of such Channel is needed for EG Programming, the City may require Grantee to fully or partially ~)neTustin Cax Frur'.oh:,sc V2 (8'I '33) 1 4AT&T Franchise Vl f9/5100~ -7- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 relinquish Grantee's use of said Channel provided that Grantee shall be given not less than sixty (60) dayssix f6) months notice to relinquish same. d. The EG Channels shall be under the exclusive management and editorial control of the City. The City shall have sole responsibility for the Programming of the EG Channel(s) provided by Grantee, including without limitation, the carriage of Programming on the Channel(s) and the establishment and administration of all rules, regulations and procedures pertaining to the use and scheduling of the Programming presented over the Channel(s). The Channel(s) shall be used solely for non-commercial, governmental or educational Programming. The City may designate a representative, such as an access corporation, to use and administer said Channels, with all of the attendant rights and obligations provided to the City hereunder. e. Grantee shall provide an adequate Local Origination access production studio equipped with sufficient portable and stationary equipment so as to allow production of videotaped and live Programming. The Local Origination studio shall be located and operated within thirty (30) miles of the City. Grantee shall operate and manage the Local Origination Channel, and shall have editorial control over all Programming on the Local Origination Channel. f. Grantec shall providc, at the rcqucst of thc City and without chargc, Drops to existing cducational and govcrnmcntal buildings, institutions and facilitics located within Grantcc's service area. A Drop shall bc providcd within six (6) months after thc cffcctivc date of this Franchise for cxisting public cducational, libraries and governmental facilitics and to all existing and futurc public educational and governmental facilities when Grantee's Cable Tclcvision System Plant passes thc public facility. Interior wiring of said buildings shall bc thc responsibility of thc building owner, provided that if Grantee is rcqucstcd to install such wiring, it will do co within a rcasonablc time at its actual cost of labor and materials and shall invoicc thc rcqucsting agency. Grantcc shall also providc to institutions and facilities so scrviccd frcc access to thc Basic Scrvicc Tier and, if requested by thc City, phc frcc oonncction and frcc monthly chargcs for Intcmct access scrvioc for thc tcrm of thc Franchise. Exact placcmcnt and request for installation of Drops shall bc determined by thc institutions involved and shall be dcsigncd, to thc cxtcnt, practicablc, to minimize construction costs to Grantcc. Thc implcmcntation of thc Drop policy shall not rcquirc or allow an offsct against thc franchise fcc. g. Equipment. (1) Grantcc shall provide equipment to thc City to cnablc thc insertion of live or tapcd programming at City Hall onto thc EG channels providcd by Grantee. In addition, Grantee shall provide cquipmcnt to cnablc thc production of local video programming. Grantcc shall provide up to $100,000 for thc cquipmcnt spocificd in this Scction. Such cquipmcnt shall bc owned and maintained by thc City. Grantcc shall bc obligated to initially providc training in thc utilization of this equipment and to rcplacc said cquipmcnt during thc tcrm of thc franchise should it besoms obsolctc or inoperable. f. (2) City and Grantcc agrcc that thc cost of equipment provided under this section arc not franchisc fees. Grantee will not separate out thc cost rclatocl to thc cquipmcnt provided under this scction as a linc item on City customer's cablc bills. Grantee shall provide one (1) free cable connection and free basic cable service to (a) each public building specifically set forth in Exhibit A, and (b) to each public and private school buildincl within the Franchise Area, which is passed by the activated Cable System subject to Grantee's line extension policy specifically set forth below. Grantee shall be required to OneTustin Csx =ranr_.,nicc V2 [8,'1 '00) --4r'4'AT&T Franchise Vl ('9/5/00) -8- 1 make only one fl) standard installation at one (1) point reasonably convenient to use at each facility in question and Grantee shall not be required to wire the entire facility or to provide 2 more than one fl~ outlet at no cost. In the event Grantee provides cable modem (or equivalent equipment) data service over the Cable System, within one fl) year from the date 3 that cable modem data service is being offered commercially in the Franchise Area, each public and private school shall be provided one (1~ cable modem and data service at no cost. 4 Such service may not be resold by said public or private school, or used for any for-profit or commercial activities. 'Nothing in the foreqoing shall be deemed, however, to prevent the 5 County or other public entity from distributing the signal, at its own expense, throughout each such public building, and/or public or private school. 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 10. Bonds and Insurance (~overage. a. Performance Bond to City. During the term of this Franchise, Grantee shall file with the City Clerk and maintain in full force and effect a corporate surety bond or other adequate surety agreement approved by the City Attorney in the amount of Fifty Thousand Dollars ($50,000.00). The bond or agreement shall be so conditioned that in the event Grantee shall fail to comply with any one or more of the provisions of the Tustin City Code or of the Franchise granted to Grantee, then there shall be recoverable jointly and severally from the principal and surety, any damages or.loss, or costs suffered or incurred by the City as a result thereof, including reasonable attorneys' fees and costs of any action or proceeding, and including the full amount of any compensation, indemnification, costs of removal or abandonment of any property or other costs which may be in default, up to the full principal amount of such bond. Said condition shall be a continuing obligation during the entire term of the Franchise and thereafter until Grantee shall have satisfied in full any and all obligations to City, which shall arise out of or pertain to, said Grantee. The surety shall be licensed in California and maintain a Best's Key Rating Guide (latest edition) Financial Size category of VII or better and shall be rated Grade "A" or better. b. Insurance. Grantee, at its sole cost and expense, for the full term of the Franchise (and any extension thereof), shall obtain and maintain at minimum all of the following insurance coverage: (1) Types of Insurance and Minimum Limits. The coverage required herein may be satisfied by any combination of specific liability and excess liability policies. (i) Workers Compensation and Employee Liability Insurance in conformance with the laws of the State of California for the statutory limits. (ii) Grantee's vehicles, including owned, non-owned (e.g. owned by Grantee's employees and used in the course and scope of employment), leased or hired vehicles, shall each be covered with Automobile Liability Insurance in the minimum amount of One Million Dollars ($1,000,000.00) combined single limit per accident for bodily injury and property damage. (iii) Grantee shall obtain and maintain comprehensive or commercial General Liability Insurance coverage and shall include, but not be limited to, coverage for premises operation, explosion and collapse hazard, underground hazards, contractual insurance, broad form property damage, independent contractors, and personal injury liability. The limit of such insurance shall be at least One Million Dollars ($1,000,000.00) combined single limit liability for personal injury and property damage. (iv) Grantcc shall obtain and maintain Broadcastcr's Errors and OneTustin Cox F:anchiec V2 (8,"1,'C0) --1-~-AT&T Franchise V1 (9/5/00) -9- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 Omissions Liability Insurancc in thc aggrcgatc annual amount of Fivc Hundrcd Thousand Dollars ($500,000.00). (iv) City may, by resolution,' from time to time, reasonably increase said insurance to the amounts which other contractors operating within the public right-of-way in a manner similar to Grantee and operating in the jurisdiction of City are required to provide so long as said increased coverage is reasonably available. (2) The City and its officers and employees shall be named as additionally insured by endorsement (cxccpt for broadcastcr's liability, covcragc and workers compcnsation) at no cost to the City. (3) Within forty-five (45) days from the effective date of this Franchise, Grantee shall furnish proof to the City that satisfactory policies of insurance described above are in place issued by companies licensed in California rated Grade "A" or better and Class VII or better by the latest edition of Best's Key Rating Guide. (4) All insurance policies shall provide that in the event of material change, reduction, cancellation, or non-renewal by the insurance carrier for any reason, not less than thirty (30) days notice will be given to the City by registered mail of one (1) copy of a written notice of such intent to cancel or not to renew the coverage. An authorized agent of such insurance carrier shall provide to the City, on such schedule as is reasonably requested by the City, a certification that all insurance premiums have been paid and all coverage are in force. If for any reason Grantee fails' to obtain or keep my of such insurance in force, the City may, but shall not be required to, obtain such insurance, in which event Grantee shall promptly reimburse the City premium cost therefor plus one and one-half percent (1 1/2%) monthly interest thereon until paid. 11. CustomerScrvicc. a=.Service. Grantee shall meet the customer service standards adopted by the Federal Communications Commission (FCC), the State of California, and any additional standard mutually agreed upon between Grantee and the City. providc, In addition, to thc cxtcnt that FCC or Statc rcgulations do not alrcady so (1) Grantoc shall maintain sufficicnt scrvicc pcrsonncl and oquipmcnt for Grantcc to bc ablc to takc action upon sustomcr scrvicc calls in thc manncr spccificd hcrcin. Grantcc's corvicc officc shall bc opcn to rcocivc inquirics or complaints for Subscribcrs during normal busincss hours, and in no cass Icss than 9:00 a.m. to 5:00 p.m., Monday to Friday, cxcluding Icgal holidays, and shall havc local, non toll tclcphonc scrvicc for subscribcrs in thc Franchisc ama during such timcs; providcd, howcvcr, that such hours may bc Icsocncd upon thc prior writtcn oonscnt of thc City Managor providod that local, non toll tclcphonc scrvicc continucs to bc availablc during such timcs; and (2) Grantcc shall maintain a scrvicc rcpair foroc sufficicnt to rcspond within a rcaconablc timc to any individual intcrruption of scrvioc and also a sufficicnt installation forcc to minimizc thc delay for scrvioc installation. Any scrvicc complaint from subscribcrs will bc invcstigatocl and acted upon as soon as possiblc; and OneTustin Cox Fr'anchico V'2 (8.'1/00) ---1-~-AT&T Franchise Vl f9/5/00) -1 0- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 (3) Grantee shall provide a telephone answering systcm to receive al~ construction and service complaints. Thc telephone number of thc local office shall be listed in thc telephone directories serving Tustin. Thc tdcphonc service shall be operable and shall possess sufficient capacity to acccpt complaints twenty four (24) hours a day, scvcn (7) days a week; and (4) Grantcc shall keep a maintcnanoc scrvicc log running a thrcc (3) ycar pcriod, which will indicate thc naturc of cach scrvicc complaint, its location, thc date and time it was rcccivcd, thc disposition of said complaint, and thc time and date thereof. This log shall bc madc available for pcriodic inspection 'by thc City. Grantee shall provide a oopy of this log within ten (10) days of thc written rcquost of thc City. 12. Indemnification. a. Grantee shall indemnify and hold harmless City from all damages, penalties, judgments and liability of any kind, and defend all claims, actions or causes of action arising as a result of Grantee's operation of the Cable Television System, regardless whether any act or omission complained of is authorized, allowed, or prohibited by the Franchise, to the extent such damages, penalties, judgments, claims, actions or causes of action arise out of or are caused by the act or omission of Grantee, its officers, employees, or agents. Upon demand of City, made by and through the City Manager, Grantee shall appear in and defend City, its officers, employees and agents in any legal action, whether judicial, administrative or otherwise, with respect to which City is entitled to indemnification hereunder. b. City agrees to indemnify, and hold harmless Grantee, its affiliates and their respective officers, directors, employees and shareholders from and against any and all damages penalties, judgments and liability of any kind, and defend all claims, actions or cause of action arising as a result of the use of the EG access Channels. This indemnity shall not apply with respect to any Programming provided by Grantee and which is carried on the EG Channels. 13. Periodic Review of Performance and Quality of Service. a. At City's sole option, City may hold a public hearing at which Grantee shall .be present and shall participate, to review the performance and quality of Cable Television Service of the Cable Television System. The reports required herein regarding Subscribcr Complaints,subscriber complaints, the records of performance tests andthc opinion suPcey ¢e¢e~surveys shall be utilized as the basis for review. In addition, any Subscriber may submit comments or Complaintscomplaints during the review meetings, either orally or in writing, and these shall be considered. b. Within thirty (30) days after the conclusion of the public hearing, City may issue a report with respect to Cable Television System performance and quality of Cable Television Service. If any noncompliance with the Franchise is found, City may direct Grantee to correct the noncompliance within a reasonable period of time in accordance with the provisions of the Enabling Ordinance. c. Failure of Grantee, after due notice and opportunity to cure, as set forth in the Enabling Ordinance, to correct the noncompliance shall be considered a breach of the Franchise, and City may, at its sole discretion, exercise any remedy within the scope of this Franchise considered appropriate. 14. Privacy. As of the effective date of this Franchise, Grantee shall not market mailing lists with names and addresses of subscribers unless Grantee has provided ~)neTustin Cox Frans, hi~7,c V2 (8'1 'OC) ---1-~AT&T Franchise V1 (9/5100~ -11- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 Subscribers with notice and an opportunity to delete his or her name from the mailing list. 15. No Recourse Against City. Grantee acknowledges that City would not have granted this Franchise if it were to be liable for monetary damages for any act performed in granting it. In general, City and Grantee may pursue any remedy at law or equity available, including but not limited to specific performance, for the breach of any provision of this Franchise, except that City, its officials, boards, commissions, agents and employees, shall not be liable in monetary damages to Grantee, or to any successor in interest of Grantee, or to any other Person, and Grantee covenants not to sue for monetary damages or claim any monetary damages based upon any act or omission by the City, its officials, boards, commissions, agents and employees, in the course of reviewing and approving this Franchise or in the process of granting this Franchise. 16. Undergrounding and Co-location. In all areas of the City where all electric utility and communications facilities are underground, the Grantee shall place its cables and distribution equipment underground. When all existing aerial utilities in any City area are converted to underground construction, such that both electric and communications utilities are underground, the Grantee shall replace aerial facilities with underground facilities concurrently and in cooperation with similar programs of the telephone and power utilities, provided that Grantee is given reasonable notice and abcess to the telephone and power utilities' facilities at the time such are placed underground. All underground wires or cable of Grantee shall be placed in conduits or other materials approved by the Director of Public Works. Amplifiers in Grantee's transmission and distribution lines may be placed in appropriate pedestals provided that approval has been obtained from the Director of Public Works before excavation. Where conduit facilities are available and co-location of Grantee's Cable Television System facilities with the facilities of other public utility providers is feasible, the City may require Grantee to co-locate Grantee's Cable Television System facilities with such other public utility providers in such available conduit facilities. 17. Acceptance. Within thirty (30) days after the effective date of this Ordinance, Grantee shall file with City its written, unconditional, non-contingent acceptance of the Franchise granted by this Ordinance and its agreement to be bound by and comply with all the requirements hereof. The acceptance shall be siqned by a person duly authorized to act on behalf of Grantee, shall be notarized, and shall' have attached thereto a certified copy of an order by the Board of Directors of Grantee authorizing and directing execution and filing of the acceptance. An acceptance that constitutes a qualified acceptance or places other limits or conditions therein shall be deemed to be a nullity. Upon the failure of Grantee to file its unconditional, non-contingent acceptance of the Franchise subject to all its terms and conditions within the time period specified above, the Franchise shall be of no further force or effect and there will not be issued an outstanding cable television franchise in City to any of the companies or entities named in this Ordinance. Grantee shall furnish and maintain all bonds and insurance policies required to be furnished pursuant to the Tustin City Code and this Franchise. 18. Severability. If any Section or provision of this Franchise or any ordinance, law, or document incorporated herein by reference is held by a court of competent jurisdiction to be invalid, unconstitutional or unenforceable, such holding shall be confined in its operation to the Section or provision directly involved in the controversy in which such holding shall have been rendered and shall not in any way affect the validity of any other Section or provision hereof. Under such a circumstance, Grantee shall, upon the City's request, meet and confer with the City to consider amendments to the Franchise to meet the original intent of the parties, as the circumstances warrant and unless prohibited by law; provided, however, that Grantee, in its sole and exclusive discretion, is not required to enter an agreement with the City concerning such an amendment. Both the City and Grantee agree OneTustin Cox ~ron2hir~ V2 (8.'1.',00) --1-4-AT&T Franchise VI f9.'5/001 -12- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 to be bound by all terms and conditions of this Franchise except as may be finally determined to be unenforceable by a Court of competent and appropriate jurisdiction with proper venue over this Franchise, provided that the City or Grantee need not comply with any term or condition of this Franchise or the Enabling Ordinance which it is contesting in good faith by appropriate proceedings. 19. More FavorableConditions. as. Conditions. In the event City grants another Franchise for Cable Television Service, subsequent to the effective date of this Franchise, which, in the opinion of Grantee, contains material terms or conditions more favorable or less burdensome than those contained in this Franchise, Grantee shall have the right to require that this Franchise be amended to incorporate such more favorable or less burdensome terms or conditions in this Franchise. Upon written request of Grantee, the City and Grantee shall discuss in good faith such amendments as may be required to this Franchise. For purposes of this Section, the phrase "material terms or conditions" includes, but is not limited to: term of Franchise; area covered by the Franchise; Franchise Fees; Cable Television System capacity measured in MHz; number of EG Channels; grants or equipment provided by Grantee to City and public schools, Drops provided by Grantee at City public buildings and public schools; liquidated damages, insurance, and performance bonds. b. Should Grantcc cntcr into an agrccmcnt or franchise with another municipality of thc sams ,size or smaller than thc City in thc Los ^ngclcs Metropolitan Sta'Jstical Area which 3grccmcnt or franchi,sc contains financial or service bcncfits for `such mur;,',cipality or agency or their 20. Remedies. a. Notice of Violation. City shall provide Grantee with a detailed written notice of any Franchise violation upon which it proposes to take action, and a ninety (90) day period within which Grantee may: (1) demonstrate that a violation does not exist or to cure an alleged violation, or. (2) if the nature of the violation prevents correction of the violation within 90 days. to initiate a reasonable plan of action to correct such violation (including a projected date by which it will be completed) and notify the City of such plan of action. b. Default. If Grantee fails to disprove or correct the violation within ninety (90) days or, in the case of a violation which cannot be corrected in 90 days and Grantee has failed to initiate a reasonable plan of corrective action and to correct the violation within the specified time frame, then constituents which, taken as a wholc and balanced with thc other terms of such agreement as franchisc, arc in thc City's judgment superior to tho,sc in this Franchise (oollcctivcly "Superior Franchiscd'),City may declare the Grantee in default, which declaration must be in writing. In the event that the City declares Grantee in default, the City shall have the right to require that Grantoc modify this Franchi,sc to incorporate thcinstitute legal proceedings to collect dama(~es from the date of declaration of default, or to exercise any other rights and remedies camo or substantially `similar superior benefits and `such othcr terms. Thc benefits of such Superior Franchiscs `shall bc made available to thc City rctroactivc to thc datc that Grantee cntcred into such Supcrior Franchisc,s with anothcr municipality. Grantee agrees in cash casc to give thc City written notice within foAy five ('15) days aftcr Orantcc executes any such Superior Franchise. 20. Future Laws. City docs not have or cxpcct in thc forcsccablc future to rcccivc sufficient funds with which to defray thc costs of administering and regulating thc cablc tclcvision franchise within thc City. Thc ability to finance such costs through franchise fees, pursuant to thc provisions of this Franchise, constitutes a material inducement to initiate a cable television program within Tustin and to extend thc existing Franchise, ~)neTustin Cox ;',"anchi~ V2 (8.'1,'00) --I-4-AT&T Franc.hise V1 19.'5100) -1 3- 1 because City would not bc willing to rcduoc or eliminate othcr public programs in order to make public funds available with which to defray thc cost of administering and regulating thc 2 cable television program. Therefore, should any future law or regulation limit or prevent City from imposing a franchise fcc in thc amount provided for herein, Grantee shall make a good 3 faith effort to obtain any possible waiver or permission to pay thc full amounts provided for herein, and to thc extent such future law or regulation permits Grantee disorction to make the 4 limitation or prohibition applicablc or inapplicable, Grantee shall elect to make thc limitation or prohibition inapplicable. If, ss a rcsult of any acts of thc Federal Communications 5 Commission, thc Unitcd States Congress, any stats or federal court, or any other entity lawfully asserting jurisdiction for thc regulation of cablc communication systems, any 6 provision or provisions of this Franchise is modificd, amcndcd,.rcvokcd, rcdccmcd, or changed to result in what constitutes, in thc view of City or Grantee, material changes in thc 7 provisions and circumstances of thc Franchise, thc parties shall diligently pursud, in good faith, a reasonable moans to preserve thc intentions of thc parties as expressed in this 8 Franchise. 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 21. Rcmcdics. At thc time of issuance of this Franchise, it is impractical to rcasonably asocrtain thc total cxtcnt of monetary damages that may bc incurred as a result of thc breach by Grantcc of its obligations under thc Franchise. Without thc provisions of this section, thc actual monetary damages for which thc Grantee would bc licblc, could greatly cxoccd the specified amount of liquidated damages. Therefore, thc parties havc agreed, after good faith negotiations, to fix thc amount of liquidated damages, in licu of any other monetary damages rccovcrablc by City, as providcd heroin. If Grantee is ',n material default under thc terms of thc Franchise, City shall give writtcn notice of such default to Grantcc. Grantee shall have thirty (30) days from rcccipt of such notice to curs thc matcrial default or to agree in writing with City upon a method and time that such default shall bc curcd. If the material dcfault is not cured within thirty (30) days from thc receipt of thc notioc, or, if such matcrial dcfault is of a naturc that reasonably rcquircs longcr than thirty (30) days to curc, within such other reasonable timc as is rcasonably agreed to 5ctvvccn thc partics, thc City Council of City may assess Grantcc and Grantee shall bc liable for liquidatcd damages in thc cum of Two Hundred Dollars ($200.00) for each calcndar day or. which thc Grantee is in such material default, from and after thc date Grantee fails to curs thc material default. Said liquidated damage sum shall bo scvcrally applicable to each calendar day of delay in complianoc with thc provisions of construction and separately applicable for each calcndar day of delay complying with any other provisions of thc Franchise. Notwithstanding anything to thc oontrary herein provided, such liquidated damagcs shall in no cvcnt cxcccd thc sum of One Hundrcd Thousand Dollars ($100,000.00)in thc aggrcgatc. afforded to the City in law or equity, provided, however, that the City may institute revocation proceedings aaainst Grantee only after declaration of default on the c~rounds set forth in Section 20. 22. Alternative Remedies. Ncithcr thc termination of thc Franchise nor liquidated damages shall 21. Alternative Remedies. Termination of the Franchise shall not be deemed to be the exclusive remedy for breach of the Franchise. Ncithcr thc right' to assess liquidatcd damages nor thc assessment of liquidated damages shall bc dccmcd to otherwise limit thc dght of City to obtain judicial cnforccmcnt of Grantee's obligations by moans at law or in equity. 23.22. Termination of Franchise for Cause. The following material breaches of the obligations of Grantee under the Franchise shall constitute grounds for termination of the Franchise by the City Council pursuant to the provisions of the Enabling Orelinancc. Ordinance only after declaration of default and only for defaults by Grantee arisin(~ C)neTustin Cox P."an.~hiec V2 (8.'I;03) -4-4-AT&T Franchise Vl (9,'5/00) -1 4- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 from the following circumstances. a. The willful failure to make any payments required under the Franchise and/or to provide City with required information in a timely manner as provided in the Franchise from and after thirty (30) days' written notice from the City of Tustin. b. Any other act or omission by Grantee which materially violates the terms, conditions or requirements of the Enabling Ordinance or this Franchise or any order, directive, rule or regulation issued thereunder, and which is not cured within thirty (30) calendar days following mailing to the Grantee written notice of the violation or within such period beyond the thirty (30) calendar days as is reasonable. c. Material and intentional misrepresentation by Grantee to City in information required to be provided under the Franchise. d. Grantee willfullv or repeatedly violates any material provision of this Franchise. e. Grantee willfully fails to acquire the insurance required by the Franchise. f. Grantee becomes insolvent, or is involuntarily bankrupt, or files a voluntarv petition for relief under the Federal Bankruptcy Act or any similar Federal or state law for the relief of debtors. g. For purposes of this Section. the violation of a "material" provision of the Franchise shall mean defects in Grantee's performance of its obligations under the Franchise that have pervaded the whole of the understanding between the parties or that are so essential as to substantially defeat the object that the parties intended to accomplish. h. For purposes of this Section, the term "willfully" in the context of violations of the Franchise shall mean a violation committed by Grantee in an intentional manner with disreaard for the Franchise and an indifference to its requirements. The term "willfully" excludes negligent violations of the Franchise committed by Grantee. i. For purposes of this Section, the term "repeatedly' in the context of violations of the Franchise shall mean more than one uncured violation of the same provision of the Franchise occurring within the same three (3) month period, and for which City has issued a notice of default under Section 20. j. The City's determination to revoke this Franchise shall not be effective pending final resolution of all appeals under this Section. ~k_. Should the Franchise be terminated as provided herein, any resulting transfer of ownership shall be conditional upon payment of an equitable price for the Franchise to the Grantee for the Franchise, as set forth in the Cable Act, 47 U.S.C. § 537. 2-4=..23. Termination for Non-Renewal. If renewal of the Franchise is denied, or if termination results from the operation of Section 23 hereof, and City acquires ownership of the cable television system or effects a transfer of ownership to another party, any such acquisition or transfer of ownership shall be conditional upon payment of the fair market value of the Franchise, as set forth in the Cable Act, 47 U.S.C. § 537. DneTu.~tin Cox Franc,qiso V2 (8.'1.'0C) --4r4-AT&T Franchise Vl (cj!5100~ -15- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 25.24. Non-Enforcement. Grantee shall not be relieved of any obligation to comply with any of the provisions of the Franchise or any rule, regulation, requirement or directive promulgated thereunder by reason of any failure of City or its officers, agents or employees to enforce prompt compliance. 26_25. Franchise as Contract. The Franchise shall be deemed to constitute a contract between Grantee and City. Grantee shall be deemed to have contractually committed itself to comply with the terms, conditions and provisions of the Franchise, and with all rules, orders, regulations and determinations applicable to the Franchise which are issued, promulgated or made pursuant to the provisions of this Franchise. The Franchise shall not be construed to constitute a contract of adhesion. 27. Utility Polo. This Franchisc shall not bo doomed to expressly or implicdly authorizc Grantcc to utilizc polos owned by thc Southcrn California Edison Company, Pacific Boll or any othcr public or privatc utility which arc Iocatcd within thc streets, without thc cxprcss conscnt of such utility. 28.26. Force Majeure. Any time limits provided for either party's performance hereunder shall be extended for and throughout such additional period of time as such performance is prevented or delayed due to strikes, lockouts, acts of government beyond the party's reasonable control, acts of God, wars, riots, insurrection or abnormal force of elements or other causes beyond the party's reasonable control; provided, however, that in no event shall any such extension be deemed to have occurred unless (a) the pa.rty whose performance is delayed shall have given prompt notice to the other party of the occurrence of the event of delay; and (b) the applicable period or periods of time within which such other party may exercise its rights hereunder shall be commensurately extended. ,.,,.27.. Effective Date of Ordinance. (30) days after its passage. This Ordinance shall become effective thirty PASSED AND ADOPTED at a regular meeting of the City Council of the City of Tustin, Califomia,.held on the __ day of__, 2000. ATTEST: Mayor City Clerk STATE OF CALIFORNIA ) COUNTY OF ORANGE ) §§ CiTY OF TUSTIN ) PAMELA STOKER, City Clerk of the City of Tustin, California, does hereby certify that the whole number of the members of the City Council of the City of Tustin is five; that the above and foregoing Ordinance No. 1228 was duly and regularly introduced and read at a regular meeting of the City Council held on the ~ day of ,2000, and was given its second reading and duly passed and adopted at a regular meeting held on the ~ day of ,2000, by the following vote: OneTustin Cox Fr'anchice V2 (8'!.'03) J~AT&T Franchise V1 f9/5/00) -16- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 · 17 18 19 2O 2! 22 23 24 25 26 27 28 AYES: NOES: ABSENT: COUNCILPERSONS: COUNCILPERSONS: COUNCILPERSONS: PAMELA STOKER City Clerk City of Tustin, California OneTustin Cox ~,-'anchicc V2 (8.'",/00) --1-~-AT&T Franchise Vl {'91,5J00) -I7- 1 2 3 SECTION 4: NOTICE TO MEDIA ONE. A copy of this Resolution and Exhibit "A" shall be mailed to Media One by first class 4 5 6 7 8 9 ATTEST: lj~AM~~ .2 ClTYCLERK PASSED AND ADOPTED at a regular meeting of the City Council of the City of Tustin on the 20th day of November, 2000. 13 14 15 16 17 18 19 STATE OF CALIFORNIA ) COUNTY OF ORANGE ) CITY OF TUSTIN ) RESOLUTION NO. 00-81 Pamela Stoker, City Clerk and ex-officio Clerk of the City Council of the City of Tustin, California, does hereby certify that the whole number of the members of the City Council of the City of Tustin is five; that the above and foregoin,.g Resolution was passed and adopted at a regular meeting of the City Council held on the 20"' day of November, 2000 by the following vote: 20 COUNCILMEMBER AYES: COUNCILMEMBER NOES: 21 COUNCILMEMBER ABSTAINED: COU.~ICILMEMBER ABSENT: 4~ity Clerk 25 Thomas, Worley, Doyle, None None None Potts, Saltarelli 26 27 28 -9- ;TIN MEDIA 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 ORDINANCE NO. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF TUSTIN, CALIFORNIA, RENEWING A FRANCHISE FOR A CABLE TELEVISION SYSTEM GRANTED TO MEDIAONE OF LOS ANGELES, INC. KNOWN AS AT&T BROADBAND. WHEREAS, the City is authorized to grant, renew and deny franchises for the installation, operation and maintenance of Cable Television Service within the City's boundaries by virtue of federal and state statutes and court rulings, by the City's police powers, by its authority over its public rights of way and by other City powers and authority; and WHEREAS, MediaOne of Los Angeles, Inc., doing business as AT&T Broadband (hereinafter, "Grantee"), is currently maintaining and operating a Cable Television System in the City of Tustin pursuant to a franchise granted by the City; and WHEREAS Grantee agrees to comply with the applicable provisions of Tustin City Code, Sec. 7410 et seq., as amended and the provisions of the Cable Communications Policy Act of 1984 as amended by the Cable Television Consumer Protection and Competition Act of 1992 and by the Telecommunication Act of 1996, 47 U.S.C. §§ 521 et seq. (the Cable Act); and WHEREAS, the City finds that Grantee has substantially complied with the material terms of its existing Franchise and with applicable law; and WHEREAS, the quality of Grantee's Cable Television Service, including signal quality, response to consumer complaints and billing practices, has been reasonable in light of community needs; and WHEREAS, Grantee has the financial, legal and technical ability to provide the services, facilities and equipment as set forth in this Ordinance granting a Franchise renewal; and WHEREAS, the terms and conditions of this ordinance granting a franchise renewal are reasonable to meet the future cable related needs and interests of the community, taking into account the cost of meeting such needs and interests. NOW THEREFORE, the City Council of the City of Tustin, California, does hereby ordain as follows: 1. Great.of Fmnchise..F~enewRI. a. The City hereby grants a Cable Television System Franchise renewal to Grantee pursuant to the terms and conditions of this Franchise for the purposes of constructing, operating, rebuilding and maintaining a System in the City. Grantee may erect, AT&T Franchise V2 (1/18/01 ) 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 1 install, construct, upgrade, repair, replace, reconstruct and retain in, on, over, under, upon, across and along the Public Rights-of-way in the City such lines, cables, fiber optics, 2 conductors, ducts, conduits, vaults, manholes, amplifiers, appliances, pedestals, enclosures, attachments and other property and equipment as are necessary and appropriate to the 3 operation of the System to provide Cable and such other services as permitted by law. This 4 renewal of a non-exclusive Franchise for a Cable Television System (hereinafter the "Franchise") is issued pursuant to the authority provided in Tustin City Code, § 7410 et seq., 5 (hereinafter the "Enabling Ordinance") and the Cable Act. All of the provisions of the Enabling Ordinance are incorporated herein by this reference, as if set forth in full. The Enabling Ordinance and this Franchise contain the terms and conditions of the Franchise and shall supersede all prior Franchises granted to Grantee on the effective date of this Franchise. To the extent the provisions of the Enabling Ordinance are inconsistent with those of this Franchise, the provisions of this Franchise shall prevail. b. Grantee shall be subject to future City ordinances and City code amendments relative to its operations in the City. However, no amendment to any ordinance, rule, regulation, resolution, or other enactment of the City shall be effective upon Grantee without Grantee's acceptance to the extent that such amendment materially increases Grantee's burdens or materially diminishes Grantee's benefits hereunder. c. Assig.n_ment or Transfer..c~[ _F. ranchise. The Franchise granted herein shall be a privilege to be held in personal trust by Grantee. It cannot, in any event, be sold, transferred, leased, assigned or disposed of in whole or in part, either by forced or involuntary sale, or by voluntary sale, merger, consolidation or otherwise, without prior consent of the City Council of the City of Tustin expressed by Resolution, and then only under such conditions as may therein be prescribed, consistent with applicable law. Any such transfer or assignment shall be made only by an instrument in writing, such as a bill of sale, or similar document, duly executed copy of which shall be filed in the Office of the City Clerk within thirty (30) days after any such transfer or assignment. Any proposed assignee must show responsibility and capability as determined by the City Council, consistent with applicable law, and must agree to comply with all provisions of the Franchise and Tustin City Code. However, no such consent shall be required for transfer in trust, mortgage, or other hypothecation, in whole or in part, to secure indebtedness. Provided, further, that Grantee may transfer the Cable Television System and any related assets, including this Franchise, to an entity which controls, is controlled by, or is under common control with Grantee, provided Grantee shall give at least thirty (30) days prior written notice of any such transfer to the City. The consent required herein shall not be withheld unreasonably. 2. Fr__ap..c. hise Area. The Franchise Area for this Franchise shall be all property within the boundaries of the City of Tustin as of the effective date of the Franchise, and as the boundaries may change during the Franchise period through annexation, subject to the following conditions: a. Grantee shall not be required to overbuild areas already served by another multi-channel video provider. b. In the event Grantee elects to overbuild areas already served by another multi- AT&T Fra nch~se V2 (1/18/01 ) -2- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 channel video provider, Grantee shall be subject to the procedures established under Section 53066.3 of the California Government Code, as applicable at the time Grantee submits its application, plans and specifications required under the Enabling Ordinance and this Franchise. c. In the event of annexation of new territory to the City. the City Council may determine at a public hearing the grantee or grantees, if any, that will serve such new territory. 3. Term of Franchise. Notwithstanding Section 7414.a. of the Tustin City Code, the term of this Franchise shall be for a period of ten (10) years, commencing on July 6, 2002, and expiring July 6, 2012 subject to a five (5) year extension provided that the City has found that Grantee has met the material terms and conditions of this Franchise during the prior ten-year term. Nothing herein shall be construed to limit the City's right to terminate this Franchise as hereinafter provided. 4. Franchise Fees. a. Fee. During the term of this Agreement, Grantee shall pay to the City an annual franchise fee in the amount of five percent (5%) of its Gross Revenues. Franehise fees.may be passe~t-th-reugh--te--subscribers-as ~ !ine item on---subs6riber .in-vei6es.,. and etherwise. In the event another provider of video programming, including open video service, uses the Public rights-of-way for purposes of constructing, operating and maintaining a facility for the distribution of video programming, the Grantee shall not be required to pay a franchise fee on the portion of its Gross Revenues derived from its provision of any Service unless such other provider is also required to pay a franchise fee on the same portion of its Gross Revenues attributable to its provision of that Service. The fee payable by the Grantee, as a percentage of any portion of its Gross Revenues, shall not exceed the percentage payable by the other provider on the same portion of its Gross Revenues. b. For purposes of this section, "Gross Revenues" shall mean all revenues including by grant, subsidy o._r...ex.cha, nge.., received by Grantee for Cable Services provided to Subscribers in the Franchise Area using the Public Rights-of-Way, excluding taxes, franchise fees, regulatory fees or other assessments collected for governmental authorities, bad debt expense, and subscriber deposits. c. T.!me of Payment. The franchise fee shall be payable forty-five (45) days after the close of each quarter of Grantee's fiscal year ("billing cycle"). d. No acceptance of any payment shall be construed as an accord that the amount paid is, in fact, the correct amount, nor shall such acceptance of payment be construed as a release of any claim which the City may have for further additional sums payable under the provisions of the Franchise. 5. Establishment and Extension of Cable Television Service. Within its Service Area, Grantee shall extend its trunk and distribution system to serve subscribers requesting service where the density of potential subscribers to be passed by such extension is equal to or greater than thirty (30) households per mile in areas passed by overhead cable or fifty (50) AT&T Franchise V2 (1/18,'01) -3- 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 1 households per mile in areas passed by underground cable, provided that all such permission as may be required from the owner of the property is reasonably available, and 2 that service to multiple dwelling units need be provided only on terms acceptable to Grantee. In new housing districts, areas with occupancy densities of more than thirty (30) households 3 per mile which are contiguous to the system will be provided with access to service to the 4 extent service is economically feasible and technically possible. In areas with less than thirty (30) households per mile aerial or fifty (50) households per mile underground, service shall 5 be offered in conformance with Grantee's service extension policies. Grantee shall not be required to extend its trunk and distribution system where the area is already served by another Person franchised by the City. Grantee's maximum standard length for a service drop is one hundred twenty-five (125) aerial feet. For underground drops which require the cutting of pavement curbs, sidewalk, or similar surfaces, and for all drops greater than one hundred twenty-five (125) feet, Grantee will charge an installation fee equal to its cost of time and materials plus customary overhead. 6. Rates. Grantee shall impose rates consistent with the provisions of the Cable Act, and pertinent provisions of the California Government Code, any supplements or amendments thereto, any successor legislation, and the regulations which are or will be promulgated under such legislation. Grantee shall advise City of its rates and of any changes thereto in accordance with applicable law. Cable T_el_e_v..isi_on System Design an...d._ Performance....Requirements. a. Cable TelevisionSystemCapacity.. Grantee shall provide a minimum carriage capacity of 750 MHz. Each Channel delivered to the Subscriber shall meet all Federal Communication Commission (FCC) standards and rules. Grantee shall use its best efforts to maintain, operate, and, where, in Grantee's opinion, is technically and economically feasible, modify the Cable Television System towards the goal that its performance will be in accordance with the highest and best accepted standards of the industry. b. Minimum Services. Grantee shall make available capacity for a minimum of seventy-five (75) channels, provided that Grantee may utilize alternative technologies (including compression or servers) to deliver such channels. c. Permits,_.p/ans and Specific_a.t_i_ons Require_..d.. (1) Prior to performing any work in, upon, above, beneath, or across any public right-of-way, Grantee shall first obtain all necessary or required permits, agreements, or approvals from the City and all other governmental entities with jurisdiction over the work or public right-of-way, including by way of example but not limitation, any or all of the following: (a) Encroachment permits for street work, street excavation, use, removal and relocation of property within a street, and other street work, (b) Design review of above ground cabinets pursuant to Ordinance No. 1213, codified at Part 6 of Chapter 2 of Article 7 of the Tustin City Code, AT&T Franchise V2 (1!18.,'01) -4- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 (c) Permits or agreements for occupying any other property of the City to which access is not specifically granted by the Franchise, including, without limitation, permits and licenses for placing devices on or in poles, conduits, or other structures or facilities owned by the City or other governmental entity. (2) All plans for work in1 upon, above, beneath, or across the public right-of- way shall be engineered to a scale of not less than 1":4' and shall include the proposed location of the work, Grantee's existing facility locations, construction timetables, equipment specifications, and design performance criteria. Grantee shall make reasonable efforts to avoid negative aesthetic impacts. (3) Grantee'_s__SY_.St.e_...m. Grantee shall maintain in its business office, and make available to the City for its review, upon request, maps, using standard industry designations, that at a minimum disclose (a) cable routes, (b) locations and identifications of aerial and above and below ground appurtenances (such as risers, vaults, pedestals and power supplies) and (c) physical locations and identifications of system components, including but not limited to cables and active and passive electronics and the electrical values of its taps, splitters or directional couplers. Since such maps may be proprietary and confidential, copies will not be provided to the City. Where such plans and specifications are not in compliance with zoning ordinances, traffic safety standards, and other applicable ordinances, codes, regulations, determinations and ratings, Grantee shall modify or revise such plans and specifications so as to achieve such compliance. At the request of the City, Grantee shall reasonably relocate facilities within technical design constraints where such relocation will not result in additional cost to Grantee. d. Two-.W.ay Capability. Any Cable Television System that Grantee shall choose to design for two-way capability shall be designed so as to permit the future implementation of upstream signal carriage. e. .P. arental Contr_.o.I. Grantee shall provide a parental control option, trap or other device to Subscribers requesting the capability of removing objectionable video Programming from any Cable Television Service or any Premium or Pay-Per-View Channel not subscribed to that is scrambled or otherwise withheld from any Subscriber. Grantee may charge for any such devices. f. _E_me_r.clency Ale_rt....S_ystem. Grantee shall provide emergency alert system ("EAS") capability consistent with the EAS rules set forth the FCC's rules governing cable television systems. g. Standby Po..w.e.r.. Grantee shall provide standby power generating capacity during utility power outages at its CableTelevision System control center and at all Headends. Upon activation of each phase of a rebuilt Cable Television System, Grantee shall maintain standby power Cable Television System supplies at each fiber optic node. AT&T Franchise V2 (1/18/01) 5 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 _G_r_a_ntee Support for EG Acc__e__s..s..a_n.d Local Ori.qination. a. The Cable Television System shall also be capable of ensuring that noncommercial, educational and governmental ("EG") Programming can be distributed on the subscriber network. Grantee shall designate Channel capacity on the Basic Cable Television Service tier for educational and governmental ("EG") programming and for Local Origination programming. Grantee shall initially designate three (3) Channels; one (1) Education Channel; one (1) Government Channel, and one (1) Local Origination Channel. b. In the event Grantee is required by federal law or regulations to change the Channel number of an EG Channel, Grantee shall provide thirty (30) days advance notice to the City and its customers. Should Grantee desire to change the Channel number for any other reason, Grantee shall notify the City of such change and the reason for the change at least sixty (60) days before the proposed change. c. Whenever programming, whether of performances, notices or any other broadcast content, of any EG Channel occupies less than ten (10) hours of programming per day for six (6) days per week for a continuous period of not less than twelve (12) consecutive weeks, the City shall permit Grantee to utilize unused Channel capacity of that Channel under the following conditions: (1) Any request from Grantee to use any fallow capacity designated for a EG Channel must be submitted in writing to the City. (2) The City shall approve the request from Grantee to use fallow Channel capacity if it finds that: (i) the utilization of the Channel is as represented; (ii) Grantee has not acted in violation of any of the provisions of the Franchise regarding utilization of the Channel; and (iii) there are no special circumstances which would justify the denial or delay of implementation of the use of the Channel. If the City fails to act on Grantee's request within thirty (30) days, it shall be deemed approved. After approval, Grantee may continue to utilize the Channel for any other purpose it so chooses, consistent with the Franchise, until the City reasonably determines that all or a part of such Channel is needed for EG Programming. (3) Should the City reasonably determine that all or part of such Channel is needed for EG Programming, the City may require Grantee to fully or partially relinquish Grantee's use of said Channel provided that Grantee shall be given not less than sixty (60) days notice to relinquish same. d. The EG Channels shall be under the exclusive management and editorial control of the City. The City shall have sole responsibility for the Programming of the EG Channel(s) provided by Grantee, including without limitation, the carriage of Programming on the Channel(s) and the establishment and administration of all rules, regulations and procedures pertaining to the use and scheduling of the Programming presented over the Channel(s). The Channel(s) shall be used solely for non-commercial, governmental or educational Programming. The City may designate a representative, such as an access corporation, to use and administer said Channels, with all of the attendant rights and AT&T Franchise V2 (1118/01) -6- obligations provided to the City hereunder. 1 2 e. Grantee shall provide an adequate Local Origination access production studio 3 equipped with sufficient portable and stationary equipment so as to allow production of videotaped and live Programming. The Local Origination studio shall be located and 4 operated within thirty (30) miles of the City. Grantee shall operate and manage the Local Origination Channel, and shall have editorial control over all Programming on the Local 5 Origination Channel. 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 f. Grantee shall provide one (1) free cable connection and free basic cable service to (a) each public building specifically set forth in Exhibit A, and (b) to each public and private school building within the Franchise Area, which is passed by the activated Cable System subject to Grantee's line extension policy specifically set forth in Section 5. Grantee shall be required to make only one (1) standard installation at one (1) point reasonably convenient to use at each facility in question and Grantee shall not be required to wire the entire facility or to provide more than one (1) outlet at no cost. ~.n.the-evemLG~antee-lamvides calalc modem. (or equivalc=m-t-equipment).data-ser':i,ce-over the--Gable System, within one-(-1.) yoar frem..the-datc that cable-modom data .service--is bcing--.offere(~-~,emmerci=!!~,, in-.the Frc,qohise-Arca, cach public and privatc scheo~ shall bc provided-er~e-(4-)-eable modcm-an~l data .se~vioc at ne-6ost;....-Such scrvice-may--r~t-bc rcsold..by.said~,,~,~,,,,'-,,~. or--pr-irate-schooL--et used for 3,~y. for-profit or cemmercial..actM-t-ie~.--Nothing in--t, he-feregoing--sh3it, be.deemed, how-ever-., to..prcvcnt thc C- oun~y or othcr publ~ entity-from distribut-i~igna!, =t it,e-.own ex-laense? throughout oach..such public buildings-and/or publio-or.privatc school~. The City.may req_u..e_st.., a .n..d._AT&T ma_y_..n.f~t..unreas_o_n..a.b_ly.~leny the addition Qf public buildings that are not now served_t.o. E_._xhibit A, subject to AT&T's !!_ne. ex_t..e._nsion policy, g. Equipment. (1) Within ninety (90) days of the effective date of this franchise, Grantee shall provide equipment to the City, or its cash equivalent at the City's sole option, to enable the insertion of live or taped programming at City Hall onto the EG channels provided by Grantee. In addition, Grantee shall provide equipment to enable the production of local video programming. Grantee shall provide up to $100,000 for the equipment specified in this Section. Such equipment shall be owned and maintained by the City. Grantee shall be obligated to initially provide training in the utilization of this equipment and to replace said equipment during the term of the franchise should it become obsolete or inoperable due to ordinary and reasonable wear and tear. (2) City and Grantee agree that the cost of equipment provided under this section am not franchise-fees, .May .n._o_t..be offset fro~. franchise fees~ e. xcept_t..o., the extent pro_v_id_ed for un .d.e..?_applicable_ .law..._ o .Bonds and Insurance _C.o_verage. a. Perform_ance Bond.to..C_!ty. During the term of this Franchise, Grantee shall file with the City Clerk and maintain in full force and effect a corporate surety bond or other adequate surety agreement approved by the City Attorney in the amount of Fifty AT&T Franchise V2 (1/18.,'01 ) -7- 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 1 Thousand Dollars ($50,000.00). The bond or agreement shall be so conditioned that in the event Grantee shall fail to comply with any one or more of the provisions of the Tustin City 2 Code or of the Franchise granted to Grantee, then there shall be recoverable jointly and 3 severally from the principal and surety, any damages or loss, or costs suffered or incurred by the City as a result thereof, including reasonable attorneys' fees and costs of any action or 4 proceeding, and including the full amount of any compensation, indemnification, costs of removal or abandonment of any property or other costs which may be in default, up to the full 5 principal amount of such bond. Said condition shall be a continuing obligation during the entire term of the Franchise and thereafter until Grantee shall have satisfied in full any and all obligations to City, which shall arise out of or pertain to, said Grantee. The surety shall be licensed in California and maintain a _Best's Key Rating _G._.u.!d_e (latest edition) Financial Size category of VII or better and shall be rated Grade "A" or better. b. Insurance. Grantee, at its sole cost and expense, for the full term of the Franchise (and any extension thereof), shall obtain and maintain at minimum all of the following insurance coverage: (1) Types of Insurance and Minimum Limits. The coverage required herein may be satisfied by any combination of specific liability and excess liability policies. (i) Workers Compensation and Employee Liability Insurance in conformance with the laws of the State of California for the statutory limits. (ii) Grantee's vehicles, including owned, non-owned (e.g. owned by Grantee's employees and used in the course and scope of employment), leased or hired vehicles, shall each be covered with Automobile Liability Insurance in the minimum amount of One Million Dollars ($1,000,000.00) combined single limit per accident for bodily injury and property damage. (iii) Grantee shall obtain and maintain comprehensive or commercial General Liability Insurance coverage and shall include, but not be limited to, coverage for premises operation, explosion and collapse hazard, underground hazards, contractual insurance, broad form property damage, independent contractors, and personal injury liability. The limit of such insurance shall be at least One Million Dollars ($1,000,000.00) combined single limit liability for personal injury and property damage. (iv) City may, by resolution, from time to time, reasonably increase said insurance to the amounts which other contractors operating within the public right-of-way in a manner similar to Grantee and operating in the jurisdiction of City are required to provide so long as said increased coverage is reasonably available. (2) The City and its officers and employees shall be named as additionally insured by endorsement at no cost to the City. (3) Within forty-five (45) days from the effective date of this Franchise, AT&T Franchise V2 (1/18/01') -8- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 Grantee shall furnish proof to the City that satisfactory policies of insurance described above are in place issued by companies licensed in California rated Grade "A" or better and Class VII or better by the latest edition of Best's ..K..e.y Rating Guide. (4) All insurance policies shall provide that in the event of material change, reduction, cancellation, or non-renewal by the insurance carrier for any reason, not less than thirty (30) days notice will be given to the City by registered mail of one (1) copy of a written notice of such intent to cancel or not to renew the coverage. An authorized agent of such insurance carrier shall provide to the City, on such schedule as is reasonably requested by the City, a certification that all insurance premiums have been paid and all coverage are in force. If for any reason Grantee fails to obtain or keep my of such insurance in force, the City may, but shall not be required to, obtain such insurance, in which event Grantee shall promptly reimburse the City premium cost therefor plus one and one-half percent (1 1/2%) monthly interest thereon until paid. 10. Customer Service. a. Grantee shall meet the customer service standards adopted by the Federal Communications Commission (FCC), the State of California, and any additional standard mutually agreed upon between Grantee and the City. provide, In addition, to the extent that FCC or State regulations do not already so (1) Grantee shall maintain sufficient service personnel and equipment for Grantee to be able to take action upon customer service calls in the manner specified herein. Grantee's service office shall be open to receive inquiries or complaints for Subscribers during normal business hours, and in no case less than 9:00 a.m. to 5:00 p.m., Monday to Friday, excluding legal holidays, and shall have local, non-toll telephone service for subscribers in the Franchise area during such times; provided, however, that such hours may be lessened upon the prior written consent of the City Manager provided that local, non-toll telephone service continues to be available during such times; and (2) Grantee shall maintain a service repair force sufficient to respond within a reasonable time to any individual interruption of service and also a sufficient installation force to minimize the delay for service installation. Any service complaint from subscribers will be investigated and acted upon as soon as possible; and (3) Grantee shall provide a telephone answering system to receive all construction and service complaints. The telephone number of the local office shall be listed in the telephone directories serving Tustin. The telephone service shall be operable and shall possess sufficient capacity to accept complaints twenty-four (24) hours a day, seven (7) days a week; and (4) Grantee shall keep a maintenance service log running a three (3) year AT&T Franchise V2 (1/18!01) -9- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 period, which will indicate the nature of each service complaint, its location, the date and time it was received, the disposition of said complaint, and the time and date thereof. This log shall be made available for periodic inspection by the City. Grantee shall provide a copy of this log within ten (10) days of the written request of the City. 11. Indemnification. a. Grantee shall indemnify and hold harmless City from all damages, penalties, judgments and liability of any kind, and defend all claims, actions or causes of action arising as a result of Grantee's operation of the Cable Television System, regardless whether any act or omission complained of is authorized, allowed, or prohibited by the Franchise, to the extent such damages, penalties, judgments, claims, actions or causes of action arise out of or are caused by the act or omission of Grantee, its officers, employees, or agents. Upon demand of City, made by and through the City Manager, Grantee shall appear in and defend City, its officers, employees and agents in any legal action, whether judicial, administrative or otherwise, with respect to which City is entitled to indemnification hereunder. b. City agrees to indemnify, and hold harmless Grantee, its affiliates and their respective officers, directors, employees and shareholders from and against any and all damages penalties, judgments and liability of any kind, and defend all claims, actions or cause of action arising as a result of the use of the EG access Channels. This indemnity shall not apply with respect to any Programming provided by Grantee and which is carried on the EG Channels. 12. Periodic Review of Performance and Quality of Service. a. At City's sole option, City may hold a public hearing at which Grantee shall be present and shall participate, to review the performance and quality of Cable Television Service of the Cable Television System. The reports required herein regarding Subscriber Complaints, the records of performance tests andthe opinion survey report shall be utilized as the basis for review. In addition, any Subscriber may submit comments or Complaints during the review meetings, either orally or in writing, and these shall be considered. b. Within thirty (30) days after the conclusion of the public hearing, City may issue a report with respect to Cable Television System performance and quality of Cable Television Service. If any noncompliance with the Franchise is found, City may direct Grantee to correct the noncompliance within a reasonable period of time in accordance with the provisions of the Enabling Ordinance. c. Failure of Grantee, after due notice and opportunity to cure, as set forth in the Enabling Ordinance, to correct the noncompliance shall be considered a breach of the Franchise, and City may, at its sole discretion, exercise any remedy within the scope of this Franchise considered appropriate. 13. Priv..a.c._y. As of the effective date of this Franchise, Grantee shall not market mailing lists with names and addresses of subscribers unless Grantee has provided Subscribers with notice and an opportunity to delete his or her name from the mailing list. AT&T Franchise V2 ( 1 ,'18/01 ) - 1 0- 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 1 14. No Recourse Ag_si.n_..s_t.__C. it.y. Grantee acknowledges that City would not 2 have granted this Franchise if it were to be liable for monetary damages for any act 3 performed in granting it. In general, City and Grantee may pursue any remedy at law or equity available, including but not limited to specific performance, for the breach of any 4 provision of this Franchise, except that City, its officials, boards, commissions, agents and employees, shall not be liable in monetary damages to Grantee, or to any successor in 5 interest of Grantee, or to any other Person, and Grantee covenants not to sue for monetary damages or claim any monetary damages based upon any act or omission by the City, its officials, boards, commissions, agents and employees, in the course of reviewing and approving this Franchise or in the process of granting this Franchise. 15. Undergrounding and..C.0.r!.ocation. In all areas of the City where all electric utility and communications facilities are underground, the Grantee shall place its cables and distribution equipment underground. When all existing aerial utilities in any City area are converted to underground construction1 such that both electric and communications utilities are underground, the Grantee shall replace aerial facilities with underground facilities concurrently and in cooperation with similar programs of the telephone and power utilities, provided that Grantee is given reasonable notice and access to the telephone and power utilities' facilities at the time such are placed underground. All underground wires or cable of Grantee shall be placed in conduits or other materials approved by the Director of Public Works. Amplifiers in Grantee's transmission and distribution lines may be placed in appropriate pedestals provided that approval has been obtained from the Director of Public Works before excavation. Where conduit facilities are available and co-location of Grantee's Cable Television System facilities with the facilities of other public utility providers is feasible, the City may require Grantee to co-locate Grantee's Cable Television System facilities with such other public utility providers in such available conduit facilities. 16. _A..cceptance. Within thirty (30) days after the effective date of this Ordinance, Grantee shall file with City its written, unconditional, non-contingent acceptance of the Franchise granted by this Ordinance and its agreement to be bound by and comply with all the requirements hereof. The acceptance shall be signed by a person duly authorized to act on behalf of Grantee, shall be notarized, and shall have attached thereto a certified copy of an order by the Board of Directors of Grantee authorizing and directing execution and filing of the acceptance. An acceptance that constitutes a qualified acceptance or places other limits or conditions therein shall be deemed to be a nullity. Upon the failure of Grantee to file its unconditional, non-contingent acceptance of the Franchise subject to all its terms and conditions within the time period specified above, the Franchise shall be of no further force or effect and there will not be issued an outstanding cable television franchise in City to any of the companies or entities named in this Ordinance. Grantee shall furnish and maintain all bonds and insurance policies required to be furnished pursuant to the Tustin City Code and this Franchise. 17. Severab.il.!ty. If any Section or provision of this Franchise or any ordinance, law, or document incorporated herein by reference is held by a court of competent jurisdiction to be invalid, unconstitutional or unenforceable, such holding shall be confined in its operation to the Section or provision directly involved in the controversy in which such holding shall AT&T Franchise V2 (1/18/01) - 11- 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 1 have been rendered and shall not in any way affect the validity of any other Section or provision hereof. Under such a circumstance, Grantee shall, upon the City's request, meet 2 and confer with the City to consider amendments to the Franchise to meet the original intent of the parties, as the circumstances warrant and unless prohibited by law; provided, 3 however, that Grantee, in its sole and exclusive discretion, is not required to enter an 4 agreement with the City concerning such an amendment. Both the City and Grantee agree to be bound by all terms and conditions of this Franchise except as may be finally 5 determined to be unenforceable by a Court of competent and appropriate jurisdiction with proper venue over this Franchise, provided that the City or Grantee need not comply with any term or condition of this Franchise or the Enabling Ordinance which it is contesting in good faith by appropriate proceedings. 18. More FavorableConditions. In the event City grants another Franchise for Cable Television Service, subsequent to the effective date of this Franchise, which, in the opinion of Grantee, contains material terms or conditions more favorable or less burdensome than those contained in this Franchise, Grantee shall have the right to require that this Franchise be amended to incorporate such more favorable or less burdensome terms or conditions in this Franchise. Upon written request of Grantee, the City and Grantee shall discuss in good faith such amendments as may be required to this Franchise. For purposes of this Section, the phrase "material terms or conditions" includes, but is not limited to: term of Franchise; area covered by the Franchise; Franchise Fees; Cable Television System capacity measured in MHz; number of EG Channels; grants or equipment provided by Grantee to City and public schools, Drops provided by Grantee at City public buildings and public schools; liquidated damages, insurance, and performance bonds. 19. Remedies. At the time of issuance of this Franchise, it is impractical to reasonably ascertain the total extent of monetary damages that may be incurred as a result of the breach by Grantee of its obligations under the Franchise. Without the provisions of this section, the actual monetary damages for which the Grantee would be liable, could greatly exceed the specified amount of liquidated damages. Therefore, the parties have agreed, after good faith negotiations, to fix the amount of liquidated damages, in lieu of any other monetary damages recoverable by City, as provided herein. If Grantee is in material default under the terms of the Franchise, City shall give written notice of such default to Grantee. Grantee shall have thirty (30) days from receipt of such notice to cure the material default or to agree in writing with City upon a method and time that such default shall be cured. If the material default is not cured within thirty (30) days from the receipt of the notice, or, if such material default is of a nature that reasonably requires longer than thirty (30) days to cure, within such other reasonable time as is reasonably agreed to between the parties, the City Council of City may assess Grantee and Grantee shall be liable for liquidated damages in the sum of Two Hundred Dollars ($200.00) for each calendar day on which the Grantee is in such material default, from and after the date Grantee fails to cure the material default. Said liquidated damage sum shall be severally applicable to each calendar day of delay in compliance with the provisions of construction and separately applicable for each calendar day of delay complying with any other provisions of the Franchise. Notwithstanding anything to the contrary herein provided, such liquidated damages shall in no event exceed the sum of ©ne Hundred Thousand Dollars ($100,000.00) in the aggregate. AT&T Franchise V2 (1/18,"01) -12- 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 20. Alternative Remedies. Neither the termination of the Franchise nor liquidated damages shall be deemed to be the exclusive remedy for breach of the Franchise. Neither the right to assess liquidated damages nor the assessment of liquidated damages shall be deemed to bar or otherwise limit the right of City to obtain judicial enforcement of Grantee's obligations by means at law or in equity. 21. Te.rmjg_a.t.j_o_n_..p_f Franchise for Cause. The following material breaches of the obligations of Grantee under the Franchise shall constitute grounds for termination of the Franchise by the City Council pursuant to the provisions of the Enabling Ordinance. a. The willful failure to make any payments required under the Franchise and/or to provide City with required information in a timely manner as provided in the Franchise from and after thirty (30) days' written notice from the City of Tustin. b. Any other act or omission by Grantee which materially violates the terms, conditions or requirements of the Enabling Ordinance or this Franchise or any order, directive, rule or regulation issued thereunder, and which is not cured within thirty (30) calendar days following mailing to the Grantee written notice of the violation or within such period beyond the thirty (30) calendar days as is reasonable. For purposes of this Section, the violation of a "material" provision of the Franchise shall mean defects in Grantee's performance of its obligations under the Franchise that have pervaded the whole of the understanding between the parties or that are so essential as to substantially defeat the object that the parties intended to accomplish. c. Should the Franchise be terminated as provided herein, any resulting transfer of ownership shall be conditional upon payment of an equitable price for the Franchise to the Grantee for the Franchise, as set forth in the Cable Act, 47 U.S.C. § 537. 22. Terminati.o..n..f.0.r Non-Renewal. If renewal of the Franchise is denied, or if termination results from the operation of Section 23 hereof, and City acquires ownership of the cable television system or effects a transfer of ownership to another party, any such acquisition or transfer of ownership shall be conditional upon payment of the fair market value of the Franchise, as set forth in the Cable Act, 47 U.S.C. § 537. 23. Non-Enfor_c.._e_..m.e__n_.t.. Grantee shall not be relieved of any obligation to comply with any of the provisions of the Franchise or any rule, regulation, requirement or directive promulgated thereunder by reason of any failure of City or its officers, agents or employees to enforce prompt compliance. 24. Franchise as Contract. The Franchise shall be deemed to constitute a contract between Grantee and City. Grantee shall be deemed to have contractually committed itself to comply with the terms, conditions and provisions of the Franchise, and with all rules, orders, regulations and determinations applicable to the Franchise which are issued, promulgated or made pursuant to the provisions of this Franchise. The Franchise shall not be construed to constitute a contract of adhesion. AT&T Franchise V2 (1/18/01) -13- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 25. Utility Pole. This Franchise shall not be deemed to expressly or impliedly authorize Grantee to utilize poles owned by the Southern California Edison Company, Pacific Bell or any other public or private utility which are located within the streets, without the express consent of such utility. 26. Force Majeure. Any time limits provided for either party's performance hereunder shall be extended for and throughout such additional period of time as such performance is prevented or delayed due to strikes, lockouts, acts of government beyond the party's reasonable control, acts of God, wars, riots, insurrection or abnormal force of elements or other causes beyond the party's reasonable control; provided, however, that in no event shall any such extension be deemed to have occurred unless (a) the party whose performance is delayed shall have given prompt notice to the other party of the occurrence of the event of delay; and (b) the applicable period or periods of time within which such other party may exercise its rights hereunder shall be commensurately extended. 27. Effective Date of Ordinance. (30) days after its passage. This Ordinance shall become effective thirty PASSED AND ADOPTED at a regular meeting of the City Council of the City of Tustin, California, held on the __ day of ,2001. A']-FEST: Mayor City Clerk STATE OF CALIFORNIA ) COUNTY OF ORANGE ) §§ CITY OF TUSTIN ) PAMELA STOKER, City Clerk of the City of Tustin, California, does hereby certify that the whole number of the members of the City Council of the City of Tustin is five; that the above and foregoing Ordinance No. __ was duly and regularly introduced and read at a regular meeting of the City Council held on the __ day of__, 2001, and was given its second reading and duly passed and adopted at a regular meeting held on the __ day of ,2001, by the following vote: AYES: NOES: ABSENT: COUNCILPERSONS: COUNCILPERSONS: COUNCILPERSONS: AT&T Franchise V2 (1 / 18/01 ') - 14- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 2O 21 22 23 24 25 26 27 28 ~-~A-M-i~'i 'A"s T O K E R- City Clerk City of Tustin, California AT&T Franchise V2 (1118101) -15- April24,2001 Mr. William A. Huston City Manager, City of Tustin Tustin City Hall 300 Centennial Way Tustin, California 92780 r~ :~; A ,',ISTR ATIO N RECEIVED AT&T Broadband 550 N. Continental Boulevard Suite 250 El Segundo, CA 90245 RE: City of Tustin: July 200l Equipment & Installation Rate Adjustments Dear Mr. Huston: In our continuing effort to keep you informed, I am writing to tell you that AT&T Broadband will be implementing the attached price increases effective July I, 2001. These price changes are for Equipment and Installation m~d the Basic 1 level of service. Please note that Basic 1 only customers did not experience the rate adjustment that took place earlier this year. Customers who subscribe to Standard Cable or Standard Cable with NextPack will not experience a change in their service rate. Thc only price changes these customer will see in July will be to their receivers (converters) and remotes. As the attached pricing list shows, most of the prices are actually being reduced. Basic 1 only customers (customers who have Basic 1 and DO NOT have m~)' premium service) will see a decrease in their current receiver (converter) price from S3.60 to S2.36. Or a difference of S2.10 when the new price of $4.46 for the receiver is factored in. Please see the attachments for additional information. If you have any questions, please do not hesitate to call me directly at (714) 549-7709. Sincerely, Del J. Heintz Director of Local Goverm'nent Affairs AT&T Broadband cc: Joe Meyers, Senior Management Analyst CC.~ ','_-,~' Recycled Paper .I L Installation and Miscellaneous Prices* Current Description New Stancard ;:~sta,lat,on ~;h" ',%, ,.'.'3..=r!: {'...:'. ,Nc',',' Or;d£.%l'a..n.". '~sta.lat;on ;:'.. r,,,'r,..' (;..I (" ROCOrq~:gt .."15l~ :,% Drl! Trans'er o' Sc-vice Acd;;,onnl Out. el. il':!t 4! h' ~',' /v.':d.:.:orlal OuL;2! 'r~LallFt'orl 'i:;:.:':.:r::::.. '..r :; ,: A."~ SwitCh ti .:.::. :: /\.'L~ S':/Lcn icSL~;I;<. Or ~57:.,r ~,-..' :1".'.~,': :.;:..".w: :: '.'::.: OLP. o~ EqLipmo".: Jr S:8"O',,O? "1:' '.:. r '' OLher E,'.:.u pmeqt insts.Jahor: '(.. ?:u.,r ? b.'.. Ser',;iS~ Call ::% $11'f,:'.Jff ~, Equ:pmon: ~.:;.: :..:q '::,'. ',' I~oarly Service ElealLr or, lc N ,."A N.'A New Description Jn';,,red Iqs:a, (.v:" ';.!: :. ..f .'x.,': '_' :.:','.'.~ [,',".:'. dnwired 'nst.~li ",;' (':'."::re .- :.', ':r ?,v -ed. i,qSt8 /\cd,t;O':nl Out'st - Ao:,::ona~ Ostler - ~".:'..'r .'.' o. ii: A;B Sw ::.q Ins:z::~:t.an - A'. Ir',:t:. J"'~.~:: AfB Switch ir:s;a;laLioq - :~,'.:':.' ;.':o ' ";'. Re,osa.te O.~.'.'at VCR Cannac:.:::n - ;:lf::a ,&L.U.q .%' Cv$.'.c. me' Ov/nec Hou'.y .gerw:e Cha~g~ Up/Ycwng'~do c' !'~CC'C~5~D!e Sol V.CeS L:p~-~do C)p:kan&' Dov:n[Iraae Ol::fi (,'",a B ',:' x Pw.~up Urre:brnod .qec¢:~ver Core ' Cu~ent Pdce ~0~5 S50.g5 534 g5 ~24.g5 S24.g5 ~4~.~5 524 95 54; 55 S2Z g5 54'.~5 5:1 $5095 S1.99 N:A Nevi Price = Change ~44.0g I (S6.86) 54z.09 52624 (59.7*,) :20.99 (S2C 56; $~3 6.: S6.2g (S18.58) S2403 '($;7951 32z03 (S';.gS) S29.39 S2.39 SC'.; ~ 51C.z9 52303 · All ".,;es ~r, clu:6 and U.'.l'4',.? L:SOr'5 lYx "° ;'.ULe: CJs;orner: ;'d"C s'..bscr be ;D ;.ho l%a5'2 1 da; C,.'"l'; a?.' Ii~l,'e r'o Dre.~24u--i 5e'v~c.g. qb[,' ['..' rg, r :-le BBs :; Chi/ · Tf"S r~:l::~ Sc' v,cr.; Gua;"antcu - V'Ve realize that your time is valuable and we will make every alto.rapt to arrive within Lho scheduled time frame for ali customer appointments. As a sign or our commitment to be on time, we will apply a S20 credit to your account if we fail to meeL our obligation. ~1 Side 2- Common _~ Process mue mack I r- JL AT T Broadband Dear Valued AT&T Broadband Custorner, As part of our continued efforts to keep you informed, we wouid like to tell you about tho upcoming changes in pricing for your cable services from AT&T Broadband, Like most companies, our cost of doing business continues to rise. At the same Time, we are investing ~o improve our customer se:vice and upg-ade our network to offer new products and se:vices, as wel; as to improve our reliabi:ity. Beginning July ~,, 200i, the monthly price of the se-vice listed be~ov,, will be changed as follows: Description Current Price New Price Change ~asic 1' 58.7g S9.22 $0.43 The fol',owing adjustments to our equipment, instalia~.ion and miscel!a- neous fees are a!so effective oegin..-ling luly 1, NEW EQUIPMENT PRICE INFORMATION - A Basic Only Receiver price is now availab',e to customers who are not premlum channel sub- scribers and who currently subscribe ~o the Basic ] tie: only. Qualifying Basic On;y customers w;!l automat:,cally receive this price beginning with ~.he ]u?August bil!ing period. For customers subscribing to a higher level o[ service, :he Receiver (non Basic On:y) price w:,ll apply. Equiprnent Prices* I Description Current Price [ New Price ] Change Ba~.: Oqiy Re~,e:.ver. ea" NEW ~3 50 $2.36 iS1.2,;) Re:eiver (ton-Bas.: O~.':~), aa S35~.: $~ "6 $:3.86 Remote Cor:ro;. ea. $S.Z~ 3C.37 (SO.12) At AT&T Broadband. we value your business and hope to serve you fo:' marly years Lo come. If you have quest.!ons regarding this price a~ust- mem, please call our off~ce at 1-888-255-5789. Sincerely, AT&T Broadband /~..,,' 5sco.~ r~ga[dm~ lr.~s nm,ce ','.,"..er cP.'~rol DO -es:::,..oc ::):~ AT&.T E-oa":;and ma;' ge rog.3'N:.d C~L) of Tusun. 3C.3 ,ren'.o~n a' V',la,/Tcs'in CF:. g2,3~3 ~,,r.~..or o" Man~e,m,:.n: $.¢.; vices, 3:C,-3 l',~. Zio','.'er~c,'., Sar~:a ~r.=.' -~ C./:, .0.2_702 ID~." ,c , . ,¢10 ,.Tus'..,n B.'O) AT&T Broadband Dear Valued AT&T Broadoand Customer, As part of our continued efforts Lo keep you informed, we would iike £o tell you about the upcomin§ changes in pricing for your cable services from AT&T Broadband. Beginning July 1,2001, the price of some equipment. ~nstallation and mis- cellaneous fees will change. Like most companies, our cost of doing business continues :o r!se. Az the same time, we are inves.:ing to improve our cusLomer service and upgrade our netv.;ork to offer new Drocuc~s and se'vices, as well as improve our reiiao:,!ity. Please refer to the price list ' , . . De or., for :your not,.; eou~pment prices. The price list also includes adjustments made to our ~nstallat;on and misco'.la- neous fees. NEW EQUIPMENT PRICE INFORMATION - A Basic On,.y Receiver orice is now ava:.lable to customers who aFO no: premlum channei sub- scribers eno who cu;'remly subsc-ibe to the Basic 1 tier only qual',fyin9 Basic Only customers wi;I automat',cally receive th!s price beginning with the July/August bihing period. For customers subscribing to a higher level or service, the Receiver (non-Basic Only) price will apply Equiprnent Charges* Description Current Price I New Price Change I Bas c Orb' Receiver;, ea." NEW S,i ,%. 52.36 t$1.2.':) · .Receiver (non-Basic Only). ca. 53.60 $/-.z6 $0.8'3 Remote ~' ,_,onlrol. ea. $0.49 S0.37 ($0.' 2) At AT&T Broadband, we value your business and hope ;o serve you for many years ~o como. If you have questions re,3arding :his price adjust- men:, please carl our office at 1-888-255-5789. Sincerol)~ AT&T Broadband Am/'sst,es ra.~ard:ng ,,:'is rot~:(: ,.,.';fi.th cannot ce 'asc:ve.l [),;' AT&T Brc~,.--uand -rm:~ ua ,~ ...... ' r .... ~ ..~ ~o: C~t':' of Tustin 330 ~' '" ~ ' .... .,. m :, - ...... ,,e .tunm¢ ..,:.=y. ,ust... CA t, zou0 Ora%e Count),, O~rc. ctor of M~'nacemc-L Ser,.,.zos 36,3 N..rlov,'e- St.. Sa"ta Ana. CA 92 .'6'2 ID¢ 451' (Tjsan SLd) 4.'3~ P7536z ~ I Tusdn'StdCabl° Insert"~4511 -(~ Process Blue Black VIA FACSIMILE May 1, 2001 William A. Huston City Manager City of Tustin 300 Centennial Way Tustin, CA 92680 AD,,,,!NISTRATION N!A' - .' "'..-" RECE!VED RE: Upcoming Price Increase - A T& T Road Runner AT&T AT&T Broadband 550 N. Continental Boulevard Suite 250 El Segundo, CA 90245 Dear Mr. Huston: In our continuing effort to keep you informed, I am writing to tell you that AT&T Broadband will be implementing the attached pdce increases effective July 1, 2001 for our cable modem service, AT&T Road Runner'r"'t Effective with July 's, 2001 billing statements, the monthly pdce for AT&T's Road RunnerT~" high-speed cable Intemet service will increase by $6.00*. Therefore the new monthly rates will be: Type of Service Current Pricing ~ I Service ~ Modem I Monthly Service Price Lease Tota! Price Road RunnerT'~ Modem Purchase Mode_m.CUst°mer owned S29.95 i so i S29.95 835.95 Road Runner Modem Leased $29.95 i $10.00 $39.95 $35.95 from AT&T I Broadband New Pricing Modem Total Lease Monthly SO $35.95' Total Increase $6.00 $10.00 $45.95* $6.00 * Prices are exclusive of any applicable franchise fees, regulatory fees, taxes and other fianchise related fees. Notice to customers is being provided via legal notice placed in the local newspaper and through a supplemental e-mail message sent directly to current AT&T Road Runner'r~ customers. Please see the attached samples of those notifications. If you have any questions, please do not hesitate to call me directly at 714.549.77'09. Sincerely, Del J. Heintz Director of Local Government Affairs Southern California Market SS:mm Attachment R.R_~.rate.change6.01 ;?-'~.~' Recycled Paper Notice ot k'nce ~hange Effective July I, 2001, AT&T Broadband will make the following intemet service price increase(s). This price change will not apply to customers receiving service under a promotional offering until the conclusion of the stated promotional period, at which time this price change will automatically apply. AT&T Ro~cl Runr~' (s~q'v~ce i~ ~rou own your' own mo~m) AT&T Road Runner (service ~you lease a n~0dem from AT&T B~ Current PHce Cable Internet Modem Service Lease $29.95 $0.00 $29.95 $10.00 Current Tot~ Monthly PHce $29.95 $39.95 Current Price Cable Internet Modem Service Lease New To~ Monthly Price $35.95 $0.00 $35.95 $35.95 $10.0~ Change $4.5.95 $6.00 For customers receiving service through commercial accounts, bulk rate arrangements with multiple dwelling owners, or similar an-angements, some of the product, pricing and other information contained herein may not apply. Please refer to the terms and conditions documents reflecting such separate arrangements. Where terms are inconsistent with this price information, the terms and conditions of the separate arrangement will apply Prices are exclusive of any applicable franchise fees, regulatory fees, taxes and other franchise related fee~ Pricing, equipment, programming and packaging is subject to change. If you have questions please contact us at: 1-888-201-8436 Any issues regarding this notice which cannot be resolved by AT&T Broadband may be reported to: Tusfin Residents: City of Tustin, City Manager, 300 Centennial Way, Tustin, CA 92680 Orange County Residents Din of Management Svcs,, 300 N. Flower Street, Santa Ana~ CA 92702 AT T ROAD RUNNER" Notice of Price Change Effe~ive June 15, 200!, AT&T Broadband will make the following internet service price increase(s). This price change will not apply to cu~omers receiving se~ice under a promotional offenng unt~i the conclusion of the stated promotional period, at which time This price change will aulomaticaliy apply, Current Price I Current Current Price ; Total Cable T" I Monthly Cable '-- Internet · Modem Price lnternet Modem Service Lease Service Lease AT&T Read Rtmner (sar. ce ~ ~ own y~.r S29.95 SO.gO $29.95 $35.95 S0.00 AT&T Road Runner (sea.ce if.*ou ~se ~ moc~m $29.95 $~0.00 S39.95 535.95 $10.00 from. AT&T Bro~d=anc) New Monthly Price S35.95 $45.95 Change $6.00 S6.00 For cu~omers receiving se..wice zhrough comme~:cial accounts, bulk rate amangements wi~h multiple dwelling owners, or sirniiar arrangements, some of :i~e product, pr;cin§ and o-&,er information conzained herein may not apply, Please refer to the tenms and conditions documem, s reflec:ing such separate arrangements. Where terms are inconsistent with this price information, the terms and conditions of the separate arrangement will apply. Prices are exclusive of any applicable franchise fees, regu;atory fees, taxes and ozher franchise related fees. Pricing, equipment, programming and packaging is subje.---t to chan§e. If you have questions please con~a.--t us at: '-888-201-8436 An'..' issues -ega.-di~g this not:ce which cannot be ~esc!',,'ed by AT~T 3-o~dbar:d may be reno-ted to: Tustin Residenzs Orange Co,~nzy R,_,sicents: Bell Gardens Resice;~s: ,Rive-s,de Ccu~zy Resider. ts: OG'Costa Me~a Resi.~ents: Pomona Residenzs: Corona Residem. s: Covina Residents: Cos:a h<esa R~der~: L'?nv/ood Residen:s: Be'lP. ower Resicen:s; Dov. ne). Resice~s: _a Mirad.~ Resicen?: M a:,~,'c od Resice~ts: S?.ta F.~ C. prings Re.qcc. nt:' Paramoun-. Residents: Hawaiian. Gardens Res~certs. :.akewcod Resice~ts: :nglewood Resice~;s: C~k'er CP.y Residents: Sa~a Q~r~t~'~,:ale~cia Resice~ts: ~oJ%y Res!oen'.s: Ccmp;o~ Residem. s; LA Ck~':' Resicems: La ?alma Res;den's: Cypress Residen-.s: C~sor. P, esicen~s: '_omit. Residents: Or; of'P=%in, City %anager. 3P¢3 Cen;er~ial Way, Tas[in, CA 92680 Dire,~o' of ManagemenL Se-v;ccs., 333 N. =lc,,',,er Stree:, Sarma Aha, CA 92702 Ci:y Manager, ?: 24:, S. Gadieid A';.'e.. Bell Gardens, CA 9020 ', Clerk c;the Bot,-d, 408~ '..crrcn Ss 14',~ Fbcr, Ri,,e%ioe. CA 92531 Dire.~o- of M?,ageme~t S?,,ices., 303 N. '-'.ower Street, Salsa A-,a, CA 92702 City ?anager 505 S. Ga-ey A',en'-e. ==.mona CA 91766 City Manager, 815 W Sixt.~ S[~ee: C~rona, CA 91T20 City Manager, i 25 E. Ccllege S:., Covina. CA 91732 City Manager. 77 Fair Dr, Ccs:a Mesa, CA 92628 City Admini;".ra-.cr, Ca=le T,,' Acv~sory Des.z. C~, of L;..qwood, ! 1330 Bal',is Rd., Lynv;cod, CA 9,;262 Assis:.ant :o City Admi,~!s:ra:~' 15533 C,'~c Center Drive Bellfi,n'.','e~ CA 907C6 Cie/Mmagc: [ I I; I Bro~kshi~ Ave., Dcwqe:,: CA 9C24 ! C~..' r<a-age~, 13700, La Miraca Blvd., La Mirada. CA 90638 C?.y Ac .mhis:rat~c 4319 Cas; S!aLSC~ Ave.. Ma:r,vooc, CA 93270 ~:',,' Ma~ge.; I !7 '. ~ Td, eg-ap; Re., Sa".ta Fe gpdzgs. CA 90670 Cra/Ma~,age; 164C~ Colo-aco Ave,, Fa-a-rour:, CA 90723 Cie,,. Ad'm*is[-atoc 218 '. 5 P;:r,ee- Blvd...'--.a,.va]ian Garcens, CA, 90716 Assi~.am Cit',, Administ,~:o:; =C:50 Clark Avenue. Lake,~o~, CA 90712 C?c~, Ad .m,i~,ist,.'ator, I v.a.%hes:er B!vd., IngJewcoc, C/, 90301 City A:t~ree:,: ?70 Cuber B:',.d., C;l',er Cit).', CA. 90232 Cizy Xa~age.~ Ch/of Sa.m.a C!~-i-z 23928 ','al~-,c!a BL'c.. S,ke 302,. S~mz Clarke CA 91555 Sc ?~R Age,t, DE~T. O: CONSdVER AFFA RS. B-96 Kenneth Hahn Hall Of Acmin. 53C,',."'/. Temple S:'e~, -:.: A-.ge es, CA 9C012 (213-97z-2323) Cit/Xa.qager. 205 S.";'~'~'io','.'brc. o~ Avcr..e. Core,esr CA, 93220 Ge.~e.--al ,~ar~ge-. In%rmacicq Ted'.~clog',' Ageqsy. 120 S. San Pedro St.. Ste. #630 Los A*geles, C ~ 93~ i 2 (2 i 3-4 ~5-2751 .' 2 ! 3--.85-2892 TDDY) City .Man.~ger. 782.2 V,/alk"r S;reet -a ?alr"a. CA 90623 City lX.a~age: 5275 Orange A,,erue, Cypress. CA 93630 City .'Va¢a~e". 701 E. C?son S;-e.~., C.~.rson, CA 907"5 Cit/Administrator 2z303 Na,-bcr, ne A'.enue, Lorn P.a. CA 907,7 AT&T ROAD RUNNER" S,'OI P75381 Ail Or. hers (HSD)