HomeMy WebLinkAboutFranchise ContractFRANCHISE CONTRACT
This contract granting a new C~ATV franchise is made and entered into this/_~_~
day of ~}0/'~(//~- , 19_~_.~, by and between the CITY OF
JEFFERSONVlLLE, INDIANA and INSIGHT COMMUNICATIONS COMPANY, L.P., its
successors and assigns, a Delaware limited partnership with its principal place of
business in New York, New York, under the following terms and conditions:
SECTION 1. "DEFINITIONS" For the purpose of this franchise, the following
terms, phrases, words and their derivations shall have the meaning given herein. W/hen
not inconsistent with the context, words, used in the present tense include the future,
words in the plural number include the Singular number, and words in the singular
number include the plural number. ProV sons of this franchise shall be construed in
accordance with the laws of the State o,f Indiana.
(a) "City". The City above named, a municipal corporation of the State of
Indiana, in its present incorporated form or in any later reorganized, consolidated,
enlarged, or reincorporated form, and including any future annexed area.
(b) "Franchise Property". All property owned, installed or used under authority
of this franchise.
(c) "Grantee". The person or cbrporation to whom or which this franchise is
granted by the Common Council.
(d) "Street". The surface of, and the space above and below any public street,
road, highway, freeway, lane, alley, court, sidewalk, parkway or drive, now or hereafter
existing as such within the City.
(e) "Community Antenna TeleVision System" hereinafter referred to as
"CATV". Coaxial cables, wave guides, or other conductors and equipment for providing
television, radio or their service by cable or through its facilities as herein contemplated.
(f) "Subscribers". Any person :or entity receiving for any purpose the CATV
service of the franchise herein.
SECTION 2. "GRANT OF FRANCHISE" The franchise hereby granted by the
Council authorizes INSIGHT COMMUNICATIONS COMPANY, L.P., Grantee and its
assigns, subject to the provisions herein contained, to engage in the business of
operating and providing a CATV system in the City, and for that purpose to erect, install,
construct, repair, replace, reconstruct, maintain and retain in City rights of way, subject
to any fees, charges or other conditions provided by City ordinances now existing or
hereinafter enacted, such poles, wires,~ cable, conductors, ducts, conduit, vaults,
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manholes, amplifiers, appliances, attachments and other property as may be necessary
and appurtenant to the CATV system, and, in addition, so to use, operate and provide
similar properties rented or leased from other persons, firms, or corporations for such
purpose.
SECTION 3. "DURATION OF GRANT' This franchise shall expire fifteen (15)
years after the effective date hereof, unless sooner terminated by the Council in the
event the Council shall have found, after notices and hearings that the Grantee has
failed to comply with any material provision hereof and has failed to correct any such
failure after thirty (30) days written notice.
SECTION 4. "RIGHTS RESERVED TO CITY" There is hereby reserved to the
City every right and power which is required to be herein reserved or provided by any
ordinance of the City and the Grantee, by its acceptance of this franchise, agrees to be
bound thereby, and to comply with any faction or requirement of the City in its exercise
of any such right or power, heretofore, or hereafter enacted or established.
SECTION 5. "TIME IS OF THE'ESSENCE" In this Franchise Agreement,
Grantee shall maintain its existing CATV system so as to provide high quality
programming to its existing and additional subscribers, unless prevented by law or Act
of God.
SECTION 6. "LOCATION OF FRANCHISE PROPERTIES" Franchise property
shall be constructed or installed in streets only at such locations and in such manner as
shall be approved by the Council, acting in the exercise of reasonable discretion.
Construction or installation of franchise~ property in all public places shall be subject to
approval of and regulation by the Council, and shall be subject to any fees, charges or
other conditions provided by City ordinances now existing or hereinafter enacted.
SECTION 7. "REMOVAL OR ABANDONMENT OF FRANCHISE PROPERTY"
(a) In the event that the use of any franchise property is discontinued for any
reason for a continuous period of twelve (12) months or that franchise property has
been installed in any street without complying with the requirements of this franchise, or
the franchise has been terminated, canceled or has expired, the Grantee shall promptly
remove from the street all such property other than any which the Council may permit to
be abandoned in place. In the event of any such removal, the Grantee shall promptly
restore the street or other area from which such property has been removed to a
condition satisfactory to the Council.
(b) Franchise property to be abandoned in place shall be abandoned in such
manner as the Council shall prescribe. Upon permanent abandonment of any franchise
property in place, the Grantee shall submit to the Council an instrument, satisfactory to
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the Council transferring to the Council the ownership of such property.
SECTION 8. "FAILURE TO PERFORM STREET WORK" Upon failure of the
Grantee to complete any work required by law or by the provisions of this franchise to
be done in any street, within the time pr~scribed, and, to the satisfaction of the Council,
the Council may cause such work to be done and the Grantee shall pay to the City the
cost thereof in the itemized amounts reported by the Council to the Grantee, within thirty
(30) days after receipt of such itemized report.
SECTION 9. "INDEMNIFICATION TO COUNCIL"
(a) The Grantee agrees that it shall hold the Council harmless from all claims for
damage arising out of the construction, maintenance or operation of the aforementioned
system. Grantee further agrees that at all times during the existence of this franchise it
will maintain in force, furnish and file with the Council, at its own expense, a general
comprehensive liability insurance policy, in protection of the City and of its boards,
commissions, officers, agents and emp!oyees, with a company and in form satisfactory
to the Council, protecting the City and said person against liability for loss or damages
for personal injury, death and property damage occasioned by the operations of
Grantee under this franchise, with minimum liability limits of $500,000 for personal injury
or death of any one person, and $1,000,000 for personal injury or death of two or more
person in any one occurrence and $250,000 for damages to property resulting from any
one occurrence.
(b) The policies mentioned in th~ foregoing paragraph shall contain a provision
that a written notice of any cancellation or reduction in coverage of said policy shall be
delivered to the Council ten (10) days in advance of the effective date thereof. If su~ch
insurance is provided in either case bya policy which also covers Grantee or any other
entity or person than those above named, then such policy shall contain the standard
cross-liability endorsement.
SECTION 10. "INSPECTION OF PROPERTY AND RECORDS" At all
reasonable times, the Grantee shall permit any duly authorized rePresentative of the
Council to examine all franchise property, together with any appurtenant property of the
Grantee situated within or without the City, and to examine and transcribe any and all
maps and other records kept, includin~ all accounting records, or maintained by the
Grantee or under its control, which tell of the operations, affairs, transactions or property
of the Grantee with respect thereto. If any of such maps or records are not kept in the
City, or upon reasonable request made available in the City, and if the Council sha~l
determine that an examination thereoflis necessary or appropriate, then all travel and
maintenance expense necessarily incurred in making such examination shall be paid by
the Grantee. The Grantee shall prepat'e and furnish to the Council at the times and in
the form prescribed by the Council, such reports with respect to its operations, affairs,
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transactions, or property, as may be reasonably necessary or appropriate to the
performance of any of the duties of the City or any of its officers and employees in
connection with this franchise. The Grantee shall, at all times, make and keep in the
City and available to its officers, agents and employees full and complete plans, maps,
and records showing the exact location of all CATV system equipment installed or in
use by Grantee in streets, alleys and public places in the City.
SECTION 11. "GRANTEE COVENANTS" The Grantee covenants and agrees
with the City that while this contract is in effect it will not engage in the business of
selling or servicing television sets in the City of Jeffersonville, Indiana, or with any of its
inhabitants.
SECTION 12. "COMPENSATION" In consideration of the rights, privileges, and
authority hereby granted and in compensation to the City for the use of its public places,
and in lieu of any privilege, franchise or occupational tax, the Grantee agrees to pay to
the City on or before the fifteenth day of June of each year a license fee of four and
one-half percent (4%%) of the Grantee's gross revenue.
SECTION 13. "FREE CONNECTIONS" The Grantee agrees to furnish free
service to any public or parochial school building and to any city buildings located within
300 feet of the Franchise Property.
SECTION 14. "COVENANT TO CARRY LOCAL STATIONS AND
GOVERNMENT PROGRAMMING" The Grantee agrees that it will include any TV
station located in Clark County, Indiana, in its transmission and distribution system and
in so doing, will observe and apply the same standards of quality regarding the
transmission and distribution of TV signals and impulses as are applied to all stations
included in the system. Grantee's carriage of such broadcast stations is subject to the
FCC must-carry rules and retransmission consent rules in addition to syndicated
exclusivity and network non-duplication protection. Grantee also agrees to include up to
12 hours per month of City Government programming in its transmissions, said
government programming may include, but shall not be limited to, other City Council
meetings, meetings of City Boards and Commissions and Citizens's forums.
SECTION 15. "POPULATION DENSITY" The Grantee agrees to install signal
distribution facilities, subject to satisfactory pole clearance and pole rental
arrangements, to all residents of the City with a population density of forty (40) homes
per running mile of system or more.
SECTION 16. "UNDERGROUND CABLE" Grantee agrees that in any areas
within the limits of the City where the utility providing electric service and the utility
providing telephone service have installed their cable underground, that the Grantee will
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likewise install its cable underground.
SECTION 17. This franchise shall not be assignable in whole or in part without
the written approval of the Council. Provided, however, that nothing in this franchise
shall be deemed to prohibit the mortgage or the pledge of: (1) any property of the
Grantee, real or personal, including the system or any part thereof, (2) this franchise.
Nothing herein shall prohibit a leasing by Grantee from another person of said property
or part thereof for financing purposes or otherwise.
SECTION 18. All terms and conditions of this contract shall be subject to any
present or future Laws of the United States of America, rules and regulations of Federal
Communication Commission, Laws of the State of Indiana and ordinances of the City of
Jeffersonville, Indiana.
IN WITNESS WHEREOF, the Grantee, INSIGHT COMMUNICATIONS
COMPANY, L.P., has hereunto caused the execution of this instrument this /~ day of
~~R(?~ , 19 ~, and the Grantor, the Common Council of the City
of Jeffersonville, Indiana, has caused the execution hereof by its duly designated
officials thislZ day of VUI~}R(-,}I- , 19 ~.
INSIGHT COMMUNICATIONS COMPANY,
L.P. by its general partner, ICC Associates,
L.P., by its general partner, Insight Communications, Inc.
By:
~~d ice President, Operations
ATTEST:
• 1,l$,vcti V ~ ~'
Se et rv
CITY OF JEFFE ONVILLE
By
Mayor Thomas R. Gallig
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ATTEST:
Clerk/Treasurer
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