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HomeMy WebLinkAbout89-0927 Consolidated Cable Utilities VOLUME LIV 616 RESOLUTION APPROVING THE TRANSFER OF THE CABLE TELEVISION FRANCHISE HELD BY CENTEL CABLE TELEVISION COMPANY OF ILLINOIS PURSUANT TO ORDINANCE NO . S-935 DATED DECEMBER 10, 1969 , AS AMENDED WHEREAS, the City Council of the City of Elgin, Illinois (the "City" ) , granted a franchise to construct , own, operate and maintain a cable television system within the City of Elgin (the "System" ) , pursuant to Ordinance No . S-935 dated December 10 , 1969 ( the "Franchise" ) to Consolidated Cable ' Utilities , Inc . ; and WHEREAS, by Ordinance No . 86-84 dated December 17 , 1984 , the City Council of the City of Elgin amended the Franchise and approved the transfer thereof and the System to Centel Cable Television Company of Illinois ( "Centel" ) , and Centel is now the duly authorized and valid holder of the Franchise, as amended; and • WHEREAS, Centel has requested pursuant to Section 18 of the Franchise, as amended, that the City Council of the City of Elgin approve the transfer of the Franchise, as amended, and the System to Jones Intercable, Inc . , a Colorado corporation ( "Jones" ) or any affiliate of Jones , including any limited partnership or partnerships of which Jones or any affiliate of Jones is a general partner , or any joint venture or general partnership or partnerships of which Jones , any affiliate of Jones , or any such limited partnership or partnerships is a constituent partner ( any such entity being hereinafter referred to as an "Affiliate of 'Jones" ) ; and WHEREAS , Jones or any Affiliate of Jones then holding the Franchise may from time to . time desire to grant a security interest in' its assets , including the Franchise, as amended, and the System to an institutional lender or lenders as. • security for its obligations to such lender or lenders ; and WHEREAS, Jones or any Affiliate of Jones then holding the Franchise has agreed to be bound by the terms , provisions and conditions of the Franchise, as amended, and of this Resolution. • NOW, THEREFORE, BE IT HEREBY RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, THAT: ,j 617 VOLUME LIV 1 . The City does hereby consent to the assignment and transfer of the Franchise, as amended, and the System from Centel to Jones and/or to any Affiliate of Jones , and to any subsequent transfers between Jones and any Affiliate of Jones ; provided, however, that the consent of the City to any transfer of the Franchise and the System to an Affiliate of Jones shall only be effective if prior to such transfer the City, receives from Jones a guarantee by Jones of the performance by the Affiliate of Jones of all of the terms and conditions of the Franchise . 2 . The City does hereby consent to the grant by Jones or any Affiliate of Jones who may from time to time hold the Franchise of a security interest in all of its rights , powers and privileges under the Franchise, as amended, andlthe System and all of its other assets to such lending institution or institutions as may be designated by Jones or any Affiliate of Jones , which lending institution or institutions shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code . 3 . The foregoing consent to the transfer and assignment of the Franchise, as amended, and the System from Centel to Jones and/or to any Affiliate of Jones shall be effective upon the closing of the sale of the Syste1m to Jones or any Affiliate Of Jones . Notice of such closing date shall be given to the City. Any subsequent transfer of the Franchise, as amended, and the System between Jones and any Affiliate of Jones shall be effective upon written notice being given to the City by the entity then holding the Franchise . 4 . Jones hereby agrees to expand the channel capacity of the System from a 36 channel to a 54 channel , 450 MHz system, within 36 months after the closing of the sale of the System to Jones . The 450 MHz system shall meet or exceed the following performance standards : Carrier to Noise (C/N) < -46dBc Second Order Distortion < -59dBc Cross Modulation (XMod) c -49dBc Hum < 2% Composite Triple Beat (CTB) c -59dBc The expanded system shall offer a state of the art channel selector with full remote capabilities and shall enable Jones to provide "pay per view" services to cable television subscribers in the City. ' 'VOLUME LIV 618 5 . _The City hereby affirms that the Franchise, as amended, is currently valid and in full force and effect , and to the knowledge of the City, no default exists thereunder . Subject to compliance with the terms of this Resolution, all action necessary to approve the transfer of the Franchise, as amended, and the System to Jones or any Affiliate of Jones has been duly and validly taken . s/ George VanDeVoorde George VanDeVoorde , Mayor Presented : September 27 , 1989 Adopted: September 27 , 1989 Vote : Yeas 7 Nays 0 Recorded : Attest : sJ Marie Yearman Marie Yearman , City Clerk September 18 , 1989 MEMORANDUM TO: Mayor and Members of the City Council FROM: City Manager SUBJECT: Cable Television Franchise PURPOSE: The purpose of this memorandum is to forward to the Mayor and City Council a resolution approving the transfer of the cable television franchise. BACKGROUND: In November , 1988 , the City was informed that Centel Cable Television of Illinois (Centel) was planning to sell its cable television properties. In April) 1989 , Centel notified the City the Elgin system is to be sold to Jones Intercable, Inc. , contingent upon the assignment and transfer of the franchise from Centel to Jones. Centel is requesting the City' s approval to transfer their authority to provide cable service in Elgin to Jones Intercable . City staff has been negotiating with Centel and Jones regarding the transfer documents . An agreement has been reached with the staff and these understandings are incorporated in the attached transfer resolution. A key element in the negotiations is found in paragraph four, where Jones agrees to expand and modernize the system within 36 months of its acquisition. Such a system upgrade will not only enhance picture quality but will also provide for greater program selection, including "pay per view" services to cable television subscribers . FINANCIAL IMPACT: Not applicable. RECOMMENDATIONS: The staff recommends approval of the resolu- tion approving transfer of the cable television franchise to Jones. Representatives of Jones will be at the Council meeting on the 27th to meet with the City Council and to respond to any questions. ames J. i1.k , City Manager JJC:amp �- E T RESOLUTION NO. RESOLUTION APPROVING THE TRANSFER OF THE CABLE TELEVISION FRANCHISE HELD BY CENTEL CABLE TELEVISION COMPANY OF ILLINOIS PURSUANT TO ORDINANCE NO. S-935 DATED DECEMBER 10, 1969 , AS AMENDED WHEREAS, the City Council of the City of Elgin, Illinois (the "City" ) , granted a franchise to construct , own, operate and maintain a cable television system within the City of Elgin (the "System" ) , pursuant to Ordinance No . IS-935 dated December. 10 , 1969 (the "Franchise" ) to Consolidated Cable Utilities , Inc . ; and WHEREAS, by Ordinance No . 86-84 dated December 17, 1984 , the City Council of the City of Elgin amended the Franchise and approved the transfer thereof and the System to Centel Cable Television Company of Illinois ( "Centel" ) , and Centel is now the duly authorized and valid holder of the Franchise, as amended; and WHEREAS, Centel has requested pursuant to Section 18 of the Franchise, as amended, that the City Council of the City of Elgin approve the transfer of the Franchise, as amended, and the System to Jones Intercable, Inc . , a Colorado corporation ( "Jones" ) or any affiliate of Jones , including any limited partnership or partnerships of which Jones or any affiliate of Jones is a general partner , or any joint venture or general partnership or partnerships of which Jones , any affiliate of Junes , or any such limited partnership or partnerst�iips is a constituent partner (any such entity being hereinafter referred to as an "Affiliate of Jones" ) ; and WHEREAS, Jones or any Affiliate of Jones then holding the Franchise may from time to time desire to grant a security interest in its assets , including the Franchise, as amended, . and the System to an institutional lender or lenders as security for its obligations to such lender or lenders ; and WHEREAS , Jones or' any Affiliate of Jones then holding the Franchise has agreed to be bound by the terms , provisions and conditions of the Franchise, as amended, and of this Resolution. NOW, THEREFORE, BE IT HEREBY RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, THAT: • 1 . The City does hereby consent to the assignment and transfer of the Franchise, as amended, and the System from Centel to Jones and/or to any Affiliate of Jones, and to any subsequent transfers between Jones and any Affiliate of Jones ; provided, however, that the consent of the City to any transfer of the Franchise and the System to an Affiliate of Jones shall only be effective if prior to such. transfer the City receives from Jones a guarantee by Jones of the performance by the Affiliate of Jones of all of the terms and conditions of the Franchise . 2 . The City does hereby consent to the grant by Jones or any Affiliate of Jones who may from time to timel hold the Franchise of a security interest in all of its rights , powers and privileges under the Franchise, as amended, and the System and all of its other assets to such lending institution or institutions as may be designated by Jones or any Affiliate of Jones , which lending institution or institutions shall have all of the rights and remedies of a secured party under the applicable Uniform Commercial Code. 3 . The foregoing consent to the transfer and assignment of the Franchise, as amended, and the System from Centel to Jones and/or to any Affiliate of Jones shall be effective upon the closing of the sale of the System to Jones or any Affiliate of Jones . Notice of such closing date shall be given to the City. Any subsequent transfer of the Franchise, as amended, and the System- between Jones and any Affiliate of Jones shall be effective upon written notice being given to the City by the entity then holding the Franchise. 4 . Jones hereby agrees to expand the channel capacity of the System from a 36 channel to a 54 channel , 450 MHz system, within 36 months after the closing of the sale of the System to Jones . The 450 MHz system shall meet or exceed the following performance standards : Carrier to Noise (C/N) < -46dBc Second Order Distortion < -59dBc Cross Modulation (XMo0) < '-49dBc Hum < 2% Composite Triple Beat (CTB) < -59dBc The expanded system shall offer a state of the art channel selector with full remote capabilities and shall enable Jones to provide "pay per view" services to cable television subscribers in the City. • 5 . The City hereby affirms that the Franchise, as amended, is currently valid and in full force and effect, and to the knowledge of the City, no default exists thereunder . Subject to compliance with the terms of this Resoluion, all action necessary to approvethe transfer of the Franchise, as amended, and the System to Jones or any Affiliate offJones has been duly and validly taken . PASSED AND ADOPTED by the City Council of the City of Elgin, Illinois on the day of , 1989 . CITY OF ELGIN Mayor ATTEST: City Clerk ( 15081) Ordinance No. S6-84 AN ORDINANCE AMENDING ORDINANCE NO. S-935, AN ORDINANCE GRANTING AUTHORIZATION TO CONSOLIDATED CABLE UTILITIES, INC., TO CONSTRUCT, OPERATE AND MAINTAIN A COMMUNITY ANTENNA TELEVISION SYSTEM IN TI-E CITY OF ELGIN BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS: Section I . The title of Ordinance No. 5-935 shall and the same is hereby amended to read as follows: AN ORDINANCE GRANTING AUTHORIZATION TO CENTEL CABLE TELEVISION COMPANY OF ILLINOIS TO CONSTRUCT, OPERATE AND MAINTAIN A COMMUNITY ANTENNA TELEVISION SYSTEM IN THE CITY OF ELGIN. Section 2. Section I of Ordinance No. S-935 shall and the same is hereby amended to read as follows: SHORT TITLE. This ordinance shall be known and mays be cited as the Elgin-Centel Cable Television Company of Illinois Community Antenna Television Ordinance. Section 3. Section 2(b) of Ordinance No. S-935 shall and the same is hereby amended to read as follows: "Operator" is Centel Cable Television Company of Illinois. Section 4. A new section 2(i) shall and the same is hereby added to Ordinance No. S-935 as follows: "Institutional Cable System" shall mean that portion of a cable system, separate and distinct from the subscriber system, that is designed to serve businesses and institutions in the City. The institutional cable system shall be programmed separately from the subscriber system. Section 5. Section 6(a) of Ordinance No. S-935 shall and the same is hereby amended to read as follows: Subject to the provisions of Section I I hereof, Operator shall extend service to any area of the City having a population density of at least thirty (30) residential dwelling units per cable mile, within six (6) months after the area reaches such a density. Section 6. Section 6(b) of Ordinance No. S-935 shall and the same is hereby amended to read as follows: Upon request of the City, Operator agrees to provide one cable drop at Operator's cost and free service therefor to the following buildings within the City: all municipal buildings, police and fire stations, park or park district buildings, public libraries, hospitals, and public and private schools. In addition, Operator shall provide each such school having a drop with one converter at Operator's cost. It is agreed that the City may make such uses of the drops into municipal buildings as it shall deem desirable. Section 7. Section 6(c) of Ordinance No. 5-935 shall and the same is hereby amended to read as follows: Operator's cable system shall have a capacity of thirty-six (36) channels and shall include the following programming: (I) Two (2) educational access channels, which capacity shall be increased to a maximum of four (4) channels as each such channel is utilized 70% of the time between the hours of 10:00 a:m. and 8:00 p.m. during any three (3) month interval; provided that Operator shall have unfilled or otherwise uncommitted channel capacity avail- able at that time. Notwithstanding anything to the cont riary herein, Operator may initially combine the two (2) educational access channels onto one (I) channel, until such time as both channels are required per the above usage formula and subject to the above proviso; (2) Broadcast television reception, consistent with the rules and regulations of the Federal Communications Commission; (3) Local origination programming; and (4) Time and weather information. Operator agrees to provide a local origination channel and the above- described educational access channels as part of its basic service package. Operator further agrees that it will establish and maintailn a local studio for the production and cablecasting of local origination programming and make reasonable time available for use of said studio by residents of the City, in accordance with the schedule of rates and terms set forth in Exhibit A, attached hereto and made a part hereof. Section 8. Section 6(d) of Ordinance No. S-935 shall and the same is hereby amended to read as follows: Operator agrees that all rates charged to subscribers for its service shall be standard, uniform and reasonable. A copy of Operators scale of charges for installation and furnishing of service shall be filed with the City Clerk and notice thereof sent to all subscribers, not less than sixty (60) days prior to the effective dote of such charges. Except as heretofore stated, the City shall not regulate nor attempt to regulate the rates charged by Operator for its service, equipment and facilities during the term of this Ordinance. Operator hereby agrees that no free services will be provided to any subscriber; provided, however, that this provision shall not prevent Operator from conducting promotional campaigns to attract new subscribers, including elimination or reduction of the initial connection V fee or of the monthly service charge for a specified period, nor shall this provision prevent Operator from giving discounts to categories of customers, such as senior citizens and handicapped persons. Section 9. Section 6(f) shall and the same is hereby added to Ordinance No. 5-935 as follows: On or before January 1 , 1990, Operator shall construct install and activate an institutional cable system providing service and $40,000 in equipment for those governmental buildings, schools, libraries and hospitals • to be served by the institutional cable system. In the event that the institutional cable system is determined to be unnecessary, after consultation with Operator and institutional users, the above time for construction, installation and activation may be deferred until such time that the City determines that such a system is necessary and in the public interest. Operator shall construct and install the institu- tional loop within six (6) months of such determination of necessity. The institutional cable system, as initially constructed, shall utilize a separate trunk cable providing a minimum cable system bandwidth of 300 MHz. The institutional cable system shall be capable of carrying twenty- one (21) channels downstream and fifteen (15) channels upstream. Section 10. A new Section 6(g) shall and the some is hereby added to Ordinance No. S-935 as follows: Except as otherwise provided hereafter, on or before January 15, 1988, Operator shall be responsible for providing a microwave or hardwire interconnection network capable of transmitting standard NTSC television channels simultaneously from its interconnect hub to the interconnect hub of other cable television systems in West dundee, East Dundee; Carpentersville, Streamwood, Hanover Pork and Bartlett. Operator's responsibility shall include, but is not necessarily limited to, the following: (I) Designing and planning; (2) Obtaining and maintaining in good standing all necessary licenses and permits; (3) Providing all channel switching and interface facilities required for incoming and outgoing transmissions at the Operator's interconnect hub; and (4) Paying all capital costs, operational and maintenance expenses associated herewith. Notwithstanding anything to the contrary herein, the above provisions shall not be construed to require activation of an interconnection network to any municipality wherein the franchised owner and operator of the cable television system does not enter into an agreement with the Operator to share the cost of the interconnection; nor shall the above provisions be construed to preclude cooperative effort, joint ownership of facilities or other cost-sharing arrangements; provided, however, that each and every aspect of construction and operation of the interconnect shall be clearly designated in written agreement(s) between the cooperating parties, such agreement(s) to be mutually acceptable to the Operator and City. The Operator shall attempt to reach agreement with all other aflfected cable system operators on channel assignments for the channels to be delivered to each interconnect hub. The interconnect facilities required by this section shall be designed and operated in such a manner so as not to cause undue degradation of the existing subscriber system or institutional cable system, if any, and shall provide interconnected service not substantially degraded from that provided on said subscriber or institutional cable systems. Section 11 . •A new Section 6(h) shall and the same is hereby added to Ordinance No. 5-935 as follows: Upon request of the City, Operator shall provide an emergency over- ride capability for the cable system, at Operator's cost, which will permit the City to interrupt and cablecast a message on all channels simul- taneously in the event of disaster or public need. Section 12. A new Section 6(i) shall and the same is hereby added to Ordinance No. 5-935 as follows: Operator agrees to supply the City with Port-a-Pak equipment, at Operator's cost, in a value not to exceed $30,000, upon receipt of a request from the City for such additional equipment. Section 13. Section 9(a) of Ordinance No. 5-935 shall and the same is hereby amended to read as follows: IN GENERAL. The system shall provide broadcast television reception, consistent with the rules and regulations of the Federal Communications Commission. Section 14. Section 9(b) of Ordinance No. S-935 shall and the same is hereby deleted in its entirety. Section 15. Section 12(a) of Ordinance No. S-935 shall and the same is hereby amended to read as follows: PAYMENT. The Operator agrees to pay the City for the privilege of operating a CATV system under this Ordinance a fee of five percent (5%) . of all gross revenues received by Operator from operation oflits system in the City. On or before January 15, 1985, Operator shall pay he City a lump sum payment of one million dollars ($1,000,000) as an advance upon franchise fees to be paid hereunder. Thereafter, no additional franchise fees shall be due and payable to the City until such time as the amount of accrued franchise fees equals the amount of said advance fee paid by Operator. Once the accrued fees equal the amount of the advance fee paid by Operator, Operator shall renew franchise fee payments to the City, consistent with the terms and conditions of subparagraph 12(b), below. Section 16. Section 12(c) of Ordinance No. S-935 shall and the same is hereby deleted in its entirety. Section 17. Section 13 of Ordinance No. 5-935 shall and the same is hereby amended to read as follows: On or before March I of each year, commencing with the year following the year in which Operator begins to render service in the City, Operator shall submit to the City a summary report prepared by a competent firm of certified public accountants showing gross revenues received by Operator from the operation of the system within the City during the preceding year. In addition, Operator shall accompany each franchise fee payment to the City with a report of the applicable subscriber counts. Section 18. Section 14 of Ordinance No. S-935 shall and the same is hereby amended to read as follows: TERMS OF ORDINANCE. This Ordinance shall remain in full force and effect for a term of thirty (30) years, unless terminated earlier pursuant to provisions contained herein. Renewal thereafter shall be in accordance with the criteria established by law. Said renewal shall not be unreasonably denied by the City. Section 19. Section 17 of Ordinance No. S-935 shall and the same is hereby deleted in its entirety. Section 20. Section 22 of Ordinance No. S-935 shall and the same is hereby amended to read as follows: CONFLICTING ORDINANCES. Where the provisions of any ordinance or parts of ordinances are in conflict herewith, the terms of this ordinance shall control. Section 21 . Sections 18 through 23 of Ordinance No. S-935 shall and the same are hereby renumbered Sections 17 through 22, respectively. Section 22. This Amending Ordinance shall be in full force and effect from and after its passage, approval and publication, as provided by law, and acceptance thereof by Operator in writing. s/ Richard L . Verbic Richard L. Verbic, Mayor Presented: December 17, 1984 Passed: December 17 , 1984 Vote: Yeas 7 Nays 0 Recorded: Published: Attest: s! Marie Yearman Marie Yearman, City Clerk EXHIBIT A INITIAL RATES AND CHARGES FOR ACCESS USERS (Institutional - Public) CHANNEL TIME/AIR TIME CATEGORY OF USER RATE OR CHARGE Taxing Bodies (Schools, Park Districts, Libraries, City) No Charge General Public 60 minutes at no charge per user per seven (70 day period, then $10.00 per hour. PRODUCTION AND PROGRAMMING COSTS FOR STUDIO USE RATE OR CHARGE A. Production Facilities, full color, 1 or 2 cameras $20.00/hour B. Remote production facil- ities on location, plus .20/mile in Illinois; .25/mile outside of Illinois $35.00/hour C. Electronic Editing $20.00/hour D. Screening Facilities $10.00/hour E. Film to tape transfer (cassettes) $20.00/hour F. Cassette Duplication $10.00/hour G. 16mm Film/35mm Slides to 3/4" Tape Transfer $20.00/hour H. 3/4' cassette duplication $10.00/hour I. 1/2" to 3/4', 3/4' to 1/2' transfers $15.00/hour J. Videotape Stock 1/2' Beta $15.00 VHS $15.00 3/4' 10 minutes $16.00 18 minutes $20.00 30 minutes $25.00 60 minutes $30.00 When available, used tape stock can be purchased at 1/3 above cost. The Operator may require a reasonable deposit from users of any equipment when said users remove equipment belonging to Operator from the studio. Nothing herein shall be construed to limit the liability of any person removing such equipment from such facilities or to relieve such person from liability for all damages if such equipment must be repaired of replaced due to damage, theft, or abuse while loaned to such person. Operator may reasonably adjust the above rates upon sixty (60) days' notice to the City. i Ordinance No . S-935 AN ORDINANCE GRANTING AUTHORIZATION TO CONSOLIDATED CABLE UTILITIES , INC . , TO CONSTRUCT , OPERATE AND MAINTAIN A COM1olUNITY ANTENNA TELE- VISION SYSTEM IN THE CITY OF ELGIN . BE IT ORDAINED BY THE CITY COUNCIL- OF- THE CITY OF ELGIN ; ILLINOIS : Section 1 . SHORT TITLE. This ordinance shall be known and may be cited as the Elgin- Consolidated - Cable Utilities , Inc . Community Antenna Television Oroinance . Section 2 . DEFINITIONS. For the purposes of this ordinance , the following terms , phrases , words and derivations shall have the meaning given herein . When- not-inconsistent with the context , words used in the present tense tnciude the future , words in the plural number include the singular number, and words in the singular number include the plural number . The word "shall " is always mandatory and not merely directory . a . "City" is the City of Elgin , Illinois . b . "Operator" is Conscl ?.4s _Eeb,le.• Utilities , Inc . c . " City Council " is the Mayor and Councilgien of Elgin , Illinois . d . "City Manager" is the City Manager of the City of Elgin , Illinois . e . " Person" is any person , firm, partnership , association , corporation , company , or organization of any kind . f . "System" shall mean the lines , fixtures , equipment attachments , and all appurtenances thereto which are used in the construction , operation and maintenance of the community antenna television system herein authorized . g . "Utility" means any public utility doing business in the City . h . "Service" means community antenna cable television service . Section 3 . GENERAL PROVISIONS . a . Operator shall within thirty ( 30) days from the date of the final passage of this ordinance by the City Council file with the City Clerk of the City a written statement signed in its name and behalf and acknowledged before a Notary Public in the following form: • extend 'to any area annexed to the City , and Operator shall be bound by the same rules and regulations as to such area as are otherwise herein or hereinafter provided . This grant extends to the leased or rented use of poles and other facilities of any utility now or in the future operating in the City . b . Should Operator use any poles or other facilities of any utility , the following provisions shall be met: ( a) Operator and the utility shall execute a written agreement covering the terms of such usage , and ( b ) a certified copy of such agreement shall be filed in the office of the City Clerk . c . The City , because of the importance of its services , reserves the right to inspect each new installation of the Operator on its poles and in space reserved for its use on poles belonging to others and in the vicinity of its line or appliances and to make periodic inspections , at reasonable intervals , semiannually or more often as plant conditions may reasonably warrant , of the entire plant of the Operator . Such inspections , whether made or not , shall not operate to relieve the Operator of any responsi - bility , obligation , or liability assumed under this agreement . d . Neither the Operator nor any of its officers or employees shall engage in the business of selling , renting , leasing , repairing or adjusting television sets or other electronic instruments other than those owned by the Operator . This paragraph shall not be construed to restrict the Operator from connecting its distribution system to television sets or other electronic instruments . Operator agrees not to engage in the business of removing or installing antennas,. This shall include the prohibition of the removal of antennas for promotional purposes by the Operator . Section 5 . COMPANY LIABILITY AND INDEMNIFICATION . ( a) LIABILITY COVERAGE . It is expressly understood and agreed by and between Operator and the City that Operator shall save the City , its officials and employees harmless from all loss sustained by the City , its officials and employees on account of any suit , judgment , execution , claim or demand whatsoever arising out of the construction , operation and maintenance of the system by Operator . Operator agrees to maintain and keep in full force and effect at all times during the term of this ordinance , liability insurance coverage to protect the City , its officials and employees against any such claims , suits , judgments , executions , or demands to the extent of not less than $500 ,000 . 00 per person as to any one claim, $1 ,000 ,000. 00 as to any one accident or occurrence , and not less than $400,000. 00 for property damage as to any one accident or occurrence , or to such greater extent on any or all such coverage as may be required of Operator by any other utility under Section 4 hereof . e . TEMPORARY REMOVAL OF WIRES FOR BUILDING MOVING . Operator shall , on the request of the City , remporarily raise ._or lower its wires to permit the moving of buildings . This work shall be at the expense of the person moving the building , and the Operator shall be given at least 48 hours notice of such request . f . TREE TRIMMING . When necessary for the installation of poles , cables , conduit , house connections or other structures , Operator is hereby authorized to trim trees located on public property . Such trimming shall be done in a workmanlike manner, in such a way as to preserve the beauty and balance of the tree , and under the supervision of properly designated City personnel . g . NON-LIABILITY OF CITY. The City , its officials and employees shall not be liable for any damage occurring to the property of Operator caused by employees of the City in the performance of their duties , nor shall the City , its officials and employees , be held liable for the interruption of service by actions of city employees in the performance of their duties , nor shall the City be held liable for the failure of Operator to be able to perform normal services due to acts of God . h . PERMITS FROM OTHERS. Operator shall be responsible for securing any rights-of-way , easements , permits or agreements from any other persons or utilities that may be needed by Operator for any reason , i . LAYOUT PROPOSAL . The Operator must submit to the City , for its approval , a preliminary lay out of proposed system showing the location of the head and trunk cables . The layout must also indicate whether the cable is to be installed above or underground . Section 8 . CONSTRUCTION APPROVAL BY CITY . Except for individual service drops , Operator shall not erect any pole , run any line , make any attachment , nor shall construction of any kind be commenced without the prior approval (which shall not be unreasonable withheld) of the City , in the form of a permit issued by the City , upon approval of layout maps showing the location of the facility or equipment to be installed . The City shall have and maintain the right to inspect the construction , operation and maintenance of the system by Operator to insure the proper compliance with the terms of this ordinance . In the event Operator should violate any of the terms of this Section or the terms of any permit granted under authority of this Section or any rules and regulations that may be from time to time lawfully adopted by the City , the City shall immediately give to Operator written notice to correct such violation , and in the event Operator does not make such correction within 30 days from the receipt of such written notice, the City may make such correction itself and charge the cost of the same to Operator . Section 9 . CUSTOMER SERVICE . a . IN GENERAL , The system shall carry all signals of every commercial television station as to which the system tower and antenna equipment are located within the Federal Communications ,' 'Commission approved predicted Grade B contour line of such television station . Except for emergencies , the television signals at no time shall be wilfully altered , interrupted, or blacken out in any way by Operator . b . EDUCATIONAL SERVICE . The Operator shall reserve four television channels for the use of educational institutions within the City limits for the orgination of educational television telecasts and the interconnection of all said educational institutions . Section 10 . SERVICE STANDARDS. a . The Operator shall install and maintain its equipment in accordance with the National Electrical Safety Code prepared by the National Bureau of Standards . b . The system shall maintain at all times : ( 1 ) Equipment that passes standard color television signals without substantial degradation and with no appreciable phase shift and no appreciable effect on color fidelity and intelligence . The reception shall be of broadcast signal quality . (2 ) A system and all equipment designed and rated for 24-hour day continous operation . ( 3) A signal -to-noise ratio of not less than 43 decibels . ( 4) A television signal with a hum modulation less than 3% . ( 5 ) Components having voltage standing wave ratio of 1 . 4 or less . ( 6 ) Operator guarantees that there shall be OdB 1 ,000 micro-volts per fee outlet . c . Repairs to any malfunction in the system shall be corrected within 72 hours . d . Operator shall provide accurately calibrated test equipment for the testing of all service and operational standards outlined in this ordinance and shall conduct these tests as requested by the City under the supervision of a City representative designated by the City Manager properly qualified in electronics in order to establish the level of performance of the system . Section 11 . DEFAULTS. Operator shall not be deemed nor declared to be in default under any of the conditions ; provisions , requirements or limitations of this ordinance in any case in which the performance of any such condition , provision , requirement or limitation is prevented by reason of strikes , injunctions or any other cause , including lawsuit or administrative agency proceedings , reasonably beyond the control of Operator. In the event that Operator ' s performance is prevented by any such cause ; the time for performance shall be extended by the period during which such • 7, • to be negotiated by the City and the Operator for such additional period , Section 15 . REGULATION . The franchise herein granted shall be subject to and controlled by all of the provisions of the laws of the State of Illinois and of the United States , and State and Federal regulations , now existing or hereafter enacted . Section 16 , PENALTIES. Should Operator violate any of the provisions of this ordinance , or any rules and regulations lawfully adopted by the City or any other laws , or fail to perform any of the provisions hereof, Operator shall forfeit all its rights hereunder to the City upon the continuation of such violation or failure for a period of more than 30 days from theldate Operator receives written notice from the City of such violation or failure . In the event of the bankruptcy or receivership of Operator, all rights herein given to Operator shall at the option of the City be forfeited and terminated . Section 17 . PAY TV PROHIBITED . The Operator shall not , without the express consent of the City Council , engage in furnishing Pay TV , that is , the charging of any sum of money , over and above the regular monthly service charge , for special programs . Section 18 . SALE OR TRANSFER WITHOUT APPROVAL PROHIBITED. The Operator shall not sell or transfer its plan or system, nor transfer any rights under this franchise without approval of the City Council . Provided , however, that no sale or transfer shall be effective until the vendee or transferee has filed in the office of the City Clerk an instrument, duly executed, reciting the fact of such sale or transfer , and accepting the terms of the franchise , and agreeing to perform all the conditions thereof . Secton 19 . SERVICE PROTECTION , The Operator ' s system must transmit signals and produce high quality TV pictures . ( including color) that will not interfere with other electrical or electronics system . The distribution system shall be installed , operated and maintained in such a manner that no interference will be caused to the reception of signals from standard television broadcast stations or to the reception of signals transmitted by any communi - cations service authorized by any Federal agency. In -the event that the City should complain ,or receive a complaint from any citizen , pertaining to interference by the Operator ' s system with otherelectrical or electronic systems , the ci.ty .may designate a qualified third party , electronic engineer or testing laboratory , to investigate such complaint , at the sole cost and expense of the Operator . In the event such investigation should sustain the complaint , the Operator shall have twenty-four hours , after due notice from City , to remedy such situation to the satisfaction of such third party engineer or firm . If such interference cannot be eliminated within 24 hours , the Operator shall suspend operation of that portion of the system causing such interference and shall have an additional 30 days in which to make provisions to permanently eliminate such interference and reinstate