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Mediacom Cable Franchise Renewal D~ ~ck~ MEMORANDUM January 13, 2005 TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: Formal Cable RFRP and Supporting Documents On September 30, 2001, the initial term of the existing cable franchise with Mediacom expired. However, by agreement of the City and Mediacom, the terms of the current franchise and related side agreements were extended through December 31,2004. Negotiations have been ongoing, but an agreement has not been reached. The 1984 Federal Cable Act governs the process and criteria by which the City must evaluate and determine whether, and upon what terms, Mediacom's cable franchise will be renewed. Known as "the formal process", the procedures, requirements and restrictions are quite specific and unfamiliar to persons accustomed to the usual "give and take" negotiating process by which most contracts and agreements are reached. The Cable Act permits informal negotiations with that more familiar give and take to proceed between the parties concurrently and as a separate track from the more restrictive formal process. If a franchise renewal agreement is reached between the City and Mediacom via informal negotiations, the formal process will terminate at whatever stage it has reached, and the franchise can be renewed on the terms of the new agreement. If an agreement cannot be reached by the informal process, the formal process will move through its required steps to either renewal of the franchise with Mediacom or denial. The central instrument of the formal renewal process is the Request for Renewal Proposal (RFRP), which is issued only to Mediacom. This is not an invitation to multiple service providers to submit competitive proposals from which the best is chosen. Such a procedure would not be permitted by the Cable Act in addressing the renewal of Mediacom's franchise. The deadline for Mediacom's response is March 21, 2005. Upon receipt of that response the City will evaluate if Mediacom has been responsive to the City's needs. During this period, informal negotiations will continue. Cable Franchise Administrator Merrill Crawford is recommending approval of the RFRP and supporting documents. I concur with the recommendation and respectfully request Mayor and City Council approval. ¿¿I ll",t( 1/"'1 /¡¡i/" Mic ael C. Van Mliligen MCVM/jh Attachment cc: Barry Lindahl, Corporation Counsel Cindy Steinhauser, Assistant City Manager Merrill Crawford, Cable Franchise Administrator D~ ~ck~ MEMORANDUM January 13, 2005 MEMO TO: Michael C. Van Milligen, City Manager FROM: Merrill Crawford, Cable Franchise Administrator~ SUBJECT: Formal Cable RFRP and Supporting Documents INTRODUCTION: The purpose of this memorandum is to transmit a proposed Request For Renewal Proposal (RFRP) with supporting documents and to recommend they be issued to Mediacom in accordance with the formal renewal procedures of the 1984 Cable Act. BACKGROUND: On September 30, 2001, the initial term of the existing cable franchise with MCC Iowa LLC (Mediacom) expired. However, by agreement of the City and Mediacom, the terms of the current franchise and related side agreements were extended through December 31, 2004. With the assistance of the Miller and Van Eaton law firm and consulting technical, survey, and financial experts, the City of Dubuque has conducted a thorough ascertainment of our community's future cable-related needs and interests, detailed system technical audits, a franchise fee payment analysis, and informal franchise renewal negotiations with Mediacom representatives. A great deal of time and effort has been invested by both the City and Mediacom in working through difficult issues and addressing the needs of a number of constituencies, including cable subscribers, government and educational institutions, business and industry, non-profit organizations, and others. Though tedious and frustrating at times, the negotiators report that much progress has been made. Nevertheless, an agreement has not yet been reached. Formal and Informal Renewal Process Tracks: The 1984 Cable Act governs the process and criteria by which the City must evaluate and determine whether, and upon what terms, Mediacom's cable franchise will be renewed. Known in practice as "the formal process", the procedures, requirements and restrictions are quite specific and unfamiliar to persons accustomed to the usual "give and take" negotiating process by which most contracts and agreements are reached. The purpose of the formal renewal process of the 1984 Cable Act is not necessarily to reach the best deal in a particular community. It is, rather, to achieve resolution; that is, to bring the renewal process to a structured conclusion with either a renewal or a denial -- I of the franchise. The formal process stands as a tool for either party to use to break an impasse or conclude an otherwise endless and fruitless period of negotiation. In most franchise renewals, the best agreement between a community and its cable operator is reached through a more open, informal style of negotiating, although even in this process there are certain areas such as rates and programming in which the City can not establish or enforce requirements. For instance, you will notice in the documents being submitted that there is no reference to a lower priced basic cable service package. This is because federal law does not allow the City to require this in a franchise. Mediacom has the right and ability to implement such an option today, without further delay, but has chosen not to offer this lower cost basic package. The Cable Act permits informal negotiations to proceed between the parties while at the same time proceeding with the more restrictive formal process. If a franchise renewal agreement is reached between the City and Mediacom via informal negotiations, the formal process will terminate at whatever stage it has reached, and the franchise can be renewed on the terms of the new agreement. If an agreement cannot be reached by the informal process, the formal process will move through its required steps to either renewal or denial. Although both processes rise from the City's ascertainment of future cable-related needs and interests, the details of the formal and informal end products will not be identical. It is important that elements in documents or reports from our informal negotiations, and similar but not identical elements in the formal process documents not be confused with one another. An agreement achieved through informal negotiations may contain mutually-negotiated benefits and trade-offs that can not be required by the City in the formal process. Formal Renewal Process Documents The central instrument of the formal renewal process is the Request For Renewal Proposal (RFRP), which, if approved by the City Council, will be issued only to Mediacom. This is not an invitation to other cable service providers to submit competitive proposals from which the best is chosen. Such a procedure would not be permitted by the Cable Act in addressing the renewal of Mediacom's franchise. Accompanying the RFRP is a Staff Report which contains updated supporting information regarding Dubuque's future cable-related needs, a proposed Cable Franchise Agreement, and a proposed Cable Right of Way Ordinance. These documents, along with the 2003 Draft Report on the Cable-Related Community Needs Assessment Study For The City of Dubuque by CBG Communications, Inc. comprise the primary reference materials for Mediacom to consult in preparing its proposal. The deadline for Mediacom's response will be 5:00 p.m. March 21, 2005. The formal process of the Cable Act then closely controls how the City must evaluate the proposal and determine whether the franchise will be renewed. Meanwhile, informal negotiations will continue in earnest, and if a renewal agreement is reached by this process, the formal process will terminate. RECOMMENDED ACTION: The Recommended Action is that the City Council adopt the proposed Resolution approving the issuance of the Request For Renewal Proposal (RFRP) and supporting documents to Mediacom and authorizing continuation of information renewal negotiations. cc: Barry Lindahl, Corporation Counsel Randy Gehl, Public Information Officer Cable TV Regulatory Commission Cable Community Teleprogramming Commission Prepared by: Merrill Crawford, Cable Franchise Administrator, City Hall Annex, 1300 Main St. DubuQUe, IA 52001-4732 RESOLUTION NO. 28 -05 APPROVING THE ISSUANCE OF A REQUEST FOR RENEWAL PROPOSAL FOR A CABLE TELEVISION FRANCHISE WITH MCCIOWA, L.L.C. Whereas, MCClowa, LLC. (Mediacom) is the holder of a cable services franchise with the City of Dubuque (City), embodied in Ordinance No. 42-81, as modified by a series of waivers and side agreements, and acquired from TCI of Iowa, Inc. via a transfer approved by the Dubuque City Council on June 18, 2001, which franchise expired December 31 , 2004; and Whereas, the Cable Communications Policy Act of 1984 (the Cable Act) provides a specific and formal process by which City and Mediacom determine whether and upon what terms the franchise will be renewed; and Whereas, the Cable Act also permits City and Mediacom to negotiate a franchise renewal agreement informally and concurrently with the formal renewal process and to terminate the formal process if an agreement is reached informally; and Whereas, representatives of City and Mediacom have entered into good faith negotiation of the terms and conditions for the renewal of the franchise and now report that unresolved issues are few but that an agreement is not yet achieved; and Whereas, the Dubuque City Council believes that it is in the best interest of City to issue the Request For Renewal Proposal under the formal renewal process of the Cable Act and to continue concurrently with the informal process. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DUBUQUE, IOWA: , Section 1. That in accordance with the provisions of the Cable Act, the City of Dubuque hereby approves and offers to MCClowa, LL.C. the accompanying Request For Renewal Proposal for a cable services franchise serving the area bounded by the Dubuque corporate boundary as may be amended by future annexation, along with supporting documents; and Section 2. That representatives of the City are hereby authorized and encouraged to continue informal negotiations with Mediacom to resolve outstanding issues for a franchise renewal agreement. Passed, approved and adopted this 17th day of January, 2005. Terrance M. Duggan, Mayor Attest" Jeanne Schneider, City Clerk Attest: CITY OF DUBUQUE, IOWA REQUEST FOR RENEWAL PROPOSAL FOR CABLE TELEVISION FRANCHISE APPLICANT'S RESPONSE TO T'HIS PROPOSAL MUST BE RECEIVED AT THE OFFICE OF T'HE CITY CLERK, 50 WEST 13T'H STREET, DUBUQUE, IOWA 520OI BY 5:00 P.M. CENTRAL STANDARD TIME ON MARCH 21, 2005 I. II. TABLE OF CONTENTS INTRODUCTION ...............................................................................................................1 A. Invitation to Submit Proposals................................................................................1 B. Proposals by Other Prospective Cable Operators ...................................................2 C. Principles Embodied in the Request For Renewal ProposaL..................................2 D. Format of the RFRP .................................................................................................4 E. Submission of Proposal and Adclitionallnformation ..............................................4 F. Further Information.................................................................................................5 1. Questions about the RFRP ..........................................................................5 2. Franchise Area .............................................................................................5 Evaluation of Proposals ...........................................................................................5 Relationship of Communications Ordinance and Franchise Agreement................7 REQUIREMENTS AND MODEL FOR CHANNELS, FACILITIES AND EQUIPMENT ....................................................................................................................10 A. General Requirement.............................................................................................10 B. Specific Requirements for General System Characteristics ..................................10 C. Model: General System Characteristics................................................................ 1 0 D. Requirements: Subscriber Network .....................................................................11 E. Model: Subscriber Network .................................................................................12 1. Characteristics of the Subscriber Network Model ...................................12 2. Advantages of the Subscriber Network Model.........................................13 Requirements: Public, Educational and Governmental Access............................13 1. Capacity for PEG Access Use ....................................................................13 2. Use of PEG Channels.................................................................................l4 3. Upstream Transmission.............................................................................15 Model: Public, Educational and Governmental Access ........................................15 1. Capacity for PEG Access Use ....................................................................15 2. Support for Public Access..........................................................................16 3. Upstream Feeds .........................................................................................17 Model: Cable Drops and Outlets for Government and Educational Facilities.................................................................................................................18 1. Drops and Service Outlets .........................................................................18 2. Terminal Equipment Upgrades .................................................................18 Requirements: I-Net .............................................................................................19 Model: I-Net..........................................................................................................19 1. I-Net ArchitectUre .....................................................................................19 2. I-Net Construction ....................................................................................21 3. I-Net Ownership and Operation ...............................................................21 Model: Improvement of Facilities and Equipment ...............................................22 Use of Equipment and Facilities............................................................................23 G. H. III. F. G. H. I. ]. K. L CONSTRUCTION TIMET ABLE AND CONSTRUCTION CONDITIONS ..................24 A. B. C. IV. D. Areas Served. ..........................................................................................................24 Line Extension Requirements................................................................................24 Underground and Aerial Construction. ................................................................24 1. Underground and Aerial Construction .....................................................24 2. Location of Drops................................................. ......................................24 3. Abandoned Plant .......................................................................................25 4. Coordination of Trenching..................................................... ....................25 Construction Standards and Procedures...............................................................25 1. Construction Standards.............................................................................25 2. Standards for Subcontractors. ...................................................................26 3. Initial and Continuing Tests. .....................................................................26 4. Inspections during Construction...............................................................26 5. Performance Tests......................................................................................27 6. Other Construction Procedures. ...............................................................27 7. System Maintenance..................................................................................28 OTHER FRANCHISE TERMS AND REGULATORY CONDITIONS .........................28 A. Franchise Fee .........................................................................................................28 B. Enforcement and Security ......................................................................................29 C. Other Issues............................................................................................................29 APPLICATION FORMS................................................................................................................30 ii I. INTRODUCTION A. Invitation to Submit Proposals With this document, the City of Dubuque, Iowa (the "City') invites MCC Iowa, LLC ("Applicant" or "Mediacom") to submit a renewal proposal describing the cable-related facilities, equipment, and services that it proposes to provide in the City. 1 The City has taken a number of steps, as outlined in the accompanying Report of the Cable Franchise Administrator: FutUre Cable-Related Community Needs and Interests of the City of Dubuque, Iowa, and Proposed Request for Renewal Proposal to MCC Iowa, LLC ("Staff Report") to identify futUre cable-related community needs and interests in the City. The City has reviewed consumer satisfaction with Mediacom's cable service, and has considered the results of cable franchise renewals in other communities. Finally, the City has taken into account the potential technological and other changes that can occur during the term of a typical cable television franchise. The City seeks a proposal that (1) describes in detail what Applicant proposes to provide during a renewal franchise term; (2) demonstrates that Applicant's proposal will satisfy community cable-related needs and interests effectively and in a manner that will provide the benefits of cable communications technology to residents, institutions, organizations, and businesses in the community; and (3) shows that Applicant is financially and otherwise qualified to hold a renewal cable franchise. The proposal will be evaluated in accordance with the provisions of the Dubuque City Code, Chapter 44, Article IV (the "Communications Ordinance") and applicable federal law. This Request for Renewal Proposal ("RFRP") is part of the formal renewal process defined by federallaw2 Applicant may also, however, submit a renewal proposal at any time, and the City may grant or deny such proposal at any time, without completing the formal process3 The City reserves its right to act on such an informal proposal at the City's discretion, consistent with applicable law. 1 Section 624(b)(1) of the Cable Communications Policy Act of 1984, as amended, stipulates that franchising authorities can establish requirements for facilities and equipment in RFPs. However, the legislative history explains that it is the operator's responsibility to provide those "facilities and services" that satisfy the cable-related needs and interests of the community; in evaluating the adequacy of the proposal, the legislative history explains that the issue is whether "the equipment, facilities, and services proposed. . . are reasonable in light of the futUre cable- related community needs and interests, taking into account the cost of meeting such needs and interests." H. Rep. 934, 98th Congo 2d. Sess. at 74, reprinted at 1984 US.CCA.N. 4655 (1984). 2 See 47 use § 546(a)-(g). 347 use § 546(h). B. Proposals by Other Prospective Cable Operators The City is strongly committed to encouraging active competition in the multichannel video market. Such competition could work to maximize consumer choice and provide the benefits of market discipline to the incumbent. Thus, the City welcomes proposals by other prospective cable operators and encourages any interested parties to contact the City at the address on the cover page of this RFRP. Federal law, however, creates a unique set of requirements regarding proposals for renewal of a franchise, which apply only to an incumbent cable operator. For that reason, this RFRP is addressed specifically to Mediacom and assumes that the applicant's system is already in operation in the City. Other prospective cable operators may, however, find this document useful as an indication of the City's standards for cable system franchising, as reflected within the specific context of the federal renewal rules. The City reserves the right to issue a Request for Proposals addressed to prospective operators generally; to provide multichannel video service itself or through a subsidiary or other agency; or to take any other appropriate steps to promote competition, all as consistent with applicable law. c. Principles Embodied in the Request For Renewal Proposal The following principles have been prominent in guiding the development of this RFRP: 1. The involvement of users of the cable communications system is essential in the cable franchise process to assist in developing requirements and recommendations for a cable system that will be responsive to the cable-related needs and interests of the City's residents. To that end, as detailed in the Staff Report, the City reviewed its records compiled over the course of the franchise term, conducted a written survey of residents, held focus groups, gathered public comment through various other means, and interviewed City residents and community groups to identify possible uses of a cable system for community communications. In particular, the City commissioned a study which identified public, educational, and governmental access needs in the City, providing a draft report in early 2003. Additional stUdies, including a driveout of the system plant, were carried out in the last half of 2004 in preparation for the issuance of this RFRP. All the City's findings were evaluated in light of the state of the industry, and the experience of the City and other communities, to establish the requirements for equipment and facilities set forth in this RFRP. Applicant should show in detail how its proposal addresses the needs and interests determined by the City in its ascertainment process. 2. A cable system should employ modern technology so that optimal use is made of City rights-of-way and private property used by the cable system. The City wishes to make effective use of the rights-of-way, and also wishes to minimize the need for repeated disruptions of the rights-of-way, such as might occur if the system utilizes technology that is relatively high- maintenance, or that requires substantial reconfiguration or reconstruction to respond to changing demands. Thus, Applicant should propose a cable system that meets the existing cable-related needs of the community, and is capable of satisfying future needs and interests as 2 they develop. In particular, Applicant's cable system should be flexibly designed so that, to the extent possible, it will be able readily to, address future needs and interests that have not yet developed. Accordingly, the system should be designed so that Applicant will be in a position to take advantage of new developments in cable communications technology that will benefit subscribers, as such technology becomes available during the term of any franchise. In determining whether the cable-related needs and interests of the community have been met by a proposal, the City will consider the extent to which Applicant has proposed a cable system design that is flexible - one that can be improved as may be necessary to meet future needs with a minimum of additional cost, difficulty, and disturbance to the public rights-of-way. Hence, for example, the City will consider whether the upgrade plan proposed creates barriers to future improvements to the cable system, if (for example) it is designed in such a way as to increase costs associated with bringing the system to the state of the industry. 3. All members of the public, including individuals, civic groups, and government and educational institutions, should have the opportunity to speak via cable. The City thus requires Applicant to describe in detail its proposals for public, educational and governmental ("PEG") use, and to explain how it would ensure that the access channels and resources promised will be managed in a way that ensures that the needs and interests of the community will be met. Applicant's proposal should specifically state how each requirement, need or interest specified in this RFRP is addressed in the proposal. 4. High-quality cable service should be available throughout the City to anyone requesting service, on non-discriminatory terms. Because of its unique topography and the consequent benefits to a cable operator of a "terrain-captive market," the City has historically required that service be available to any residence or business in the City. This requirement must be specifically addressed in the proposal. 5. With the issuance of a cable franchise, the cable operator is granted a special right to use the public rights-of-way which is not available to all. Moreover, because of a cable operator's continuing activity in the rights-of-way to manage and improve its system, the grant of a cable franchise can have a substantial effect on the quality of life in the City and upon other potential users of the rights-of-way. Therefore, the City requires a firm and enforceable franchise agreement that adequately protects the public interest with respect to right-of-way management. 6. The promises made in any proposal should be enforceable from both a legal and a practical standpoint. Therefore, in evaluating the adequacy of a proposal, the City will, for example, give little weight to promises that are phrased in a way that allows Applicant to escape or avoid obligations. Similarly, Applicant should not seek to add to a superficially conforming proposal other features that would render it unworkable or cause it to fail to meet the City's needs and interests. For example, it would not suffice if Mediacom proposed to rebuild the system, but required the City government to provide funding for the rebuild. The City reserves the right to evaluate any proposal as a whole. 3 D. Format of the RFRP This RFRP is intended to satisfy all requirements of the Cable Communications Policy Act of 1984, as amended, 47 u.S.C § 521 ct scq. This document should be construed in a manner consistent with the applicable provisions of the Communications Ordinance and the Cable Television Consumer Protection and Competition Act of 1992 and the Telecommunications Act of 1996. Parts I and 11 of this RFRP require that Applicant's response to this RFRP propose a plan satisfying at least the critical needs and interests identified by the City in the Staff Report. Applicant is encouraged not only to meet but to exceed these requirements in order to ensure that the cable-related needs and interests of the community are satisfied. Parts 1 and 11 also describe one possible configuration of a cable system and various operational practices (the "model") that would meet these needs and interests and thus satisfy these minimum requirements. Part 1II includes application forms which Applicant is to use in submitting its proposals, and identifies materials and information the City requires Applicant to provide in its response. An application must be responsive to, and be submitted in the format required by, this RFRP and must include all required information. The City reserves the right to reject a nonconforming application, or to require Applicant to provide supplemental information or an amended proposal if the Applicant's filing does not conform to the requirements of this RFRP. No proposal shall be considered submitted to the City until all information required by this RFRP has been submitted. Thus, if Applicant wishes to seek any sort of special treatment for any materials submitted as part of the proposal (for example, based on a claim that certain information is confidential or proprietary), arrangements for such treatment must be made with the City before the proposal is due. E. Submission of Proposal and Additional Information Applicant shall submit an original and four copies of its proposal to the City Clerk on the date and at the place indicated on the cover page of this RFRP, in accordance with the instructions set forth in this Introduction and in Part Ill. In addition, Applicant shall provide an Executive Summary of its proposal, which shall not exceed fifteen pages (double-spaced). Applicant shall provide an original and four copies of the Executive Summary to the City Clerk. In addition, Applicant shall provide one copy of its proposal in electronic form, with documents in Adobe Acrobat or Microsoft Office format as appropriate. Applicant shall provide to the City in writing the names, addresses and occupations of all persons aUthorized to represent or act on behalf of the Applicant in matters pertaining to its franchise application. This requirement shall remain in effect until Applicant's application is accepted or rejected, or until Applicant withdraws its application. 4 Applicant will be expected to respond to any requests for additional information concerning the proposal fully and promp~ly, in accordance with the deadlines specified in such requests. If the City preliminarily determines that a franchise should be granted, the terms of the proposal will be incorporated into a franchise agreement, for acceptance by Applicant and the City, as described below. F. Further Information 1. Ouestions about the RFRP If Applicant has questions concerning this RFRP, they should be submitted in writing no later than fifteen days before the proposal is due, to Mr. Merrill E. Crawford, Cable Franchise Administrator, at City Hall Annex, 1300 Main Street, Dubuque, Iowa, 52001-4732, with a copy to Barry Lindahl, Esquire, Suite 330, Harbor View Place, 300 Main Street, Dubuque, Iowa, 52001- 6944. All responses will be issued in writing. However, Applicant must submit a response to this RFRP by the deadline, regardless of whether the questions asked have been answered. 2. Franchise Area The City is issuing this RFRP for the City of Dubuque, Iowa, and all annexations thereto. G. Evaluation of Proposals If Applicant responds to the request for a renewal proposal completely and by the deadline established by the City, its response to this RFRP will be evaluated in accordance with applicable law. A proposal must address the community's future cable-related needs and interests, as set forth in the Staff Report and its supporting documents. This RFRP sets forth a model (for example, a hybrid fiber-coaxial system architecture) illustrating how a proposal might meet those needs and interests. Applicant is not required to follow this model in every respect. Thus, it is important not to confuse features of the model with requirements strictly speaking. If Applicant proposes a cable system that differs from the model that the City has concluded will satisfy the requirements in this RFRP, however, Applicant will be expected (a) to explain in what ways its proposal differs from the model suggested by the City, (b) to explain in detail why, and (c) to demonstrate that the Applicant's proposal will meet the needs and interests embodied in the model equally well, providing sufficient information for the City to determine whether the proposal will meet its requirements. In particular, but without limitation, Applicant must show that its proposal at least equals the model in terms of the needs and interests specified in the Staff Report, such as reliability, signal quality, upgradability. To the extent Applicant claims that its proposal will provide functionality equal to or better than that of the model, Applicant must provide sufficient information to permit the City to determine 5 whether that claim is cortect. To the extent Applicant's proposal would provide functionality less than that of the model in any respect, Applicant must fully explain and justify such decreased functionality. To the extent that Applicant claims that its proposal presents a cost advantage over the model, Applicant must itemize such cost advantages and provide information sufficient to demonstrate that they represent cost savings resulting from the Applicant's proposal as a whole, as compared with the costs resulting from the model as reasonably interpreted. (For example, comparison of drop replacement costs must take into account the normal rate of drop replacement applicable to any scenario, detailing such costs on an annual basis for purposes of comparison.) Further, the showing must explain under what circumstances there would or would not be cost savings over a renewal term. To enable the City to make a prompt and well-grounded decision, Applicant must include with its proposal all information on which it intends to rely, and may not seek to supply at a later date supporting information that was omitted in the proposal. Applicant must also bear the risk that, consistent with applicable law, failure to follow the model may result in the rejection of its proposal, if Applicant does not demonstrate to the City's satisfaction that its proposal will meet the City's needs and interests as well as or better than would the model. The City reserves any rights it may have, consistent with applicable law, to reject a proposal if Applicant submits false or misleading information. The City cautions that satisfying the requirements set forth in Parts 1 and II of this RFRP, following the format set forth in Part Ill, and providing the required information does not guarantee Applicant a franchise under applicable law. As Congress has pointed out, even under the formal renewal procedures of 47 U.s.e. § 546 (a)-(g), it is Applicant's responsibility to submit a proposal for "equipment, facilities, and services. . . [that is] reasonable in light of the future cable-related community needs and interests, taking into account the cost.,,4 Thus, if necessary, Applicant must go beyond the requirements set forth by the City to present a complete proposal that, as a whole, satisfies the community's cable-related needs and interests. In evaluating the proposal, and consistent with the above, the City will also consider whether Applicant's proposal will in practice satisfy the future cable-related needs and interests of the community. For example, Applicant cannot satisfy the facilities and equipment requirements by "providing" them under conditions that may impede their use. Applicant thus would not be deemed to have "provided" the required facilities and equipment for PEG use if under its proposal, for example: (1) PEG use of facilities or equipment would be subordinate to other uses; (2) there would be a charge for the use of the equipment and facilities or channels; (3) the equipment or facilities generally would not be available for PEG use at all times; or (4) unreasonable conditions are imposed on use of such facilities or equipment. As a general matter, Applicant must bear the cost of meeting all needs and interests unless otherwise specifically stated herein. In particular, and without limitation, Applicant may not charge the City, PEG channel managers, PEG programmers or users, or any other parties for the use of PEG capacity or any other aspect of PEG access. 4 H.R. Rep. 98-934, 74, 1984 U.S.C.c.A.N. 4655, 4711. 6 To the extent that Applicant intends to "pass through" or itemize any costs of its proposal, the proposal should list in dwiil the projected amounts all such costs anticipated to occur over the next franchise term, indicating the basis on which Applicant believes such costs may be passed through to subscribers or itemized pursuant to applicable law. In particular, and without limitation, if Applicant's proposal would reduce or remove benefits received by the community under the curtent franchise, Applicant must provide a detailed justification of such a reduction, based on the community's cable-related needs and interests, including any compensating or offsetting benefits Applicant believes will accrue to subscribers and/or the community, and must itemize any changes in Applicant's costs expected from each such change in franchise terms or conditions. H. Relationship of Communications Ordinance and Franchise Agreement As noted above, the terms of an acceptable proposal will be incorporated in a final franchise agreement, as appropriate. The franchise agreement will include other provisions which the City may require (consistent with applicable law), including, but not limited to, provisions regarding the following: 1. 2. 3. Use of public rights-of-way; Franchise fees; and Enforcement provisions, including performance bond requirements, requirements for letters of credit, liquidated damages provisions, provisions for termination and for the transfer of the system. Additionally, any cable television franchise granted will be subject to the Communications Ordinance, to ordinances generally applicable to all or to relevant classes of businesses or residents, including taxing, zoning, and consumer protection ordinances which now exist or which may be hereafter adopted, and generally to the lawful exercise of the City's police powers and other governmental powers, as long as it does not impair the obligations of the franchise agreement itself (ef u.S. ConstitUtion, Art. 1, § 10, cl. 1). The fact that Applicant would have a contract with the City (if renewal were granted) does not exempt Applicant from the normal operation of law, any more than it exempts any other party that contracts with the City from the City's lawful exercise of its governmental authority. Thus, the City reserves its right to amend the Communications Ordinance or to take other governmental action from time to time, as long as such actions are not inconsistent with the provisions of the franchise agreement. The City is including a proposed franchise agreement as an attachment to this RFRP. The proposed agreement is intended to serve as a model for the final franchise agreement. Applicant is not required to address this agreement specifically in its response, but it is invited to submit any comments it may have. If Applicant contends in its proposal that any of the terms of the proposed franchise agreement should be changed, it should (a) identify all such terms: (b) state whether Applicant is willing to comply with the original language if its proposed change is not accepted; (c) explain in detail the basis for its objections; and (d) include proposed 7 substitUte language to which Applicant would be willing to agree. Any such comments and substitUte language must be submitted at ~he same time the RFRP response is submitted. Applicant should be aware that the City believes that one of the legal requirements for any Applicant is that it is willing to enter into a franchise agreement that satisfies legal requirements that the City is entitled to establish, and that an applicant is not legally qualified for renewal if it insists on conditioning its proposal on the City's agreement to unacceptable legal requirements. Therefore, as noted above, in each case where Applicant objects to a provision, Applicant should dearly state whether it is willing to accept the condition in its original form, notwithstanding the objection. A conditional response or a failure to state that the Applicant is willing to accept the condition as is will be assumed to mean that the Applicant is not willing to accept the condition, and Applicant's legal requirements will be evaluated accordingly. Conversely, Applicant will be deemed to accept any term or condition of the franchise agreement to which it raises no objection or proposes no substitute language. 8 APPLIC~TION MATERIALS 9 II. REOUIREMENTS EQUIPMENT AND MODEL FOR CHANNELS. FACILITIES AND A. General Requirement The Cable Act states that franchising authorities can establish requirements in an RFRP for channels and the management of channels for PEG use5 The Cable Act also allows franchising authorities to establish requirements in an RFRP for system facilities and equipment, including requirements for equipment and facilities for PEG use6 The City has identified its cable-related community needs and interests in the Staff Report.? The Applicant is required to submit a plan for provision of facilities, equipment and channels that satisfies at least the needs and interests identified in the Staff Report. As described on page 5 in the Introduction, the model below illustrates how a proposal might meet those needs and interests. Assuming it is otherwise planned and designed in accordance with the standards of the industry, the requirements for the cable system should be satisfied if the Applicant (a) meets the specific requirements listed and (b) include all of the characteristics set forth in the model below. B. Specific Requirements for General System Characteristics Mediacom must implement, among other things, the following requirements to meet the City's cable-related needs and interests. These requirements are necessary to make the system perform satisfactorily. (1) Compliance of physical plant with the National Electrical Code, National Electrical Safety Code (NESC), and any other applicable standards. (2) Activation of plant in upstream and downstream directions to all subscribers. c. Model: General System Characteristics Based on the needs and interests identified in the Staff Report, the following model is proposed for the cable system generally, including both the subscriber network and the institutional network ("I-Net"): 5 47 use. § 531. 647 U.S.c. § 544 ? The Staff Report focuses on the needs and interests that pertain to this RFRP. (1) (2) (3) (4) (5) (6) (7) modern design when built, utilizing an architecture that will permit additional improvements necessary for high quality and reliable service throughout the franchise term; . facilities and equipment generally used in high-quality, reliable, systems of similar design; a system that meets or exceeds all applicable FCC technical standards; a system that meets or exceeds all NEC, NESC, state, and other applicable codes and requirements for physical plant construction, maintenance, and operation: all facilities and equipment necessary to evaluate system performance for purposes of complying with applicable technical standards; statUs monitoring equipment that monitors the cable system's performance and, among other things, alerts the Applicant when and where back-up power supplies are being used; protection against outages due to power failures of up to four hours' duration occurring anywhere in the distribution system, with backup power supplies at each node and amplifier and at the headend; (8) sufficient trucks, tools, testing equipment, monitoring devices and other equipment and facilities and trained and skilled personnel required to enable the Applicant to comply with each and every requirement of applicable law, including applicable customer service requirements and including requirements for responding to system outages; (9) all facilities and equipment required to properly test the system and conduct an ongoing and active program of preventive maintenance and quality control and to be able to quickly respond to customer complaints and resolve system problems; (10) design capable of interconnecting with other broadband communications networks (including but not limited to wireless systems) at locations specified by the City. D. Requirements: Subscriber Network Mediacom must implement, among other things, the following requirements to meet the City's cable-related needs and interests: (1) facilities and equipment allowing the Applicant to deliver all broadcast signals with high signal quality, without substantial deterioration from their point of origination; 11 (2) (3) (4) facilities and equipment at the headend allowing the Applicant to transmit or cablecast signals in substantially the form received, without substantial alteration or deterioration. For exarllple, the headend should include equipment that will transmit color video signals received at the headend in color, stereo audio signals received at the headend in stereo, and a signal received with a secondary audio track with both audio tracks. Similarly, all closed-captioned programming retransmitted by the subscriber network shall include the closed-captioned signal in a manner that renders that signal available to subscriber equipment used to decode the captioning; headend with adequate ventilation and space so that components can operate properly, problems can be easily identified, and the components can be easily maintained; equipment that allows parents to lock out audio and video on any channel they consider to contain inappropriate programming, including preview channels. In addition, any system for ordering movies or other pay-per-view programming should reasonably prevent children from ordering programming without parental consent; (5) all facilities and equipment necessary to enable the City to determine whether Applicant is complying with all standards for customer telephone service, as such standards may be established or amended from time to time; (6) all facilities and equipment required to permit the City or its authorized representative to use the cable system as part of an emergency alert system to transmit (a) an audio override and (b) (if Mediacom is required by federal law to provide this capability) a video crawl on all channels, with more detailed information provided on a City access channel. E. Model: Subscriber Network 1. Characteristics of the Subscriber Network Model Based on the needs and interests identified in the Staff Report, the following model is proposed for the subscriber network: (a) hybrid fiber-coaxial ("HFC') architecture, with fiber-optic cable at least to the feeder, so that (assuming a single cable is used) no more than 500 homes on the average, and no more than 700 homes in any case, are served from any fiber node, configured with sufficient fibers to each node so that each 500-home node could readily be converted to a node of 150 or 200 subscribers; (b) Amplifier cascades not to exceed node plus four amplifiers: 12 (c) (d) (e) a capacity rating of at least 750 MHz for all active components, and a rating of at least 1 GHz for all passive components: bidirectional activation with a clean retUrn path permitting a curtent minimum average of approximately 512 Kbps upstream, with a minimum signal quality for the upstream direction including carrier-to-noise and carrier-to-interference each in excess of 28 dB; and facilities and equipment providing a flexible platform on which Applicant could choose to provide new or additional services such as video-on-demand, high definition television and telephony. 2. Advantages of the Subscriber Network Model (a) (b) (c) (d) (e) Minimizes susceptibility to electrical interference through the use of fiber-optics. Optimizes reliability and performance by minimizing the number of amplifiers in cascade, using fiber-optics (and hence minimizes upstream and downstream noise). Efficiently reuses bandwidth, both upstream and downstream, through segmentation of the system into local nodes. Maximizes capacity for carriage of information in the distribution network through the use of fiber-optics. Allows further upgrading of the system with a minimum of cost and of additional disruption to the rights-of-way. F. Requirements: Public, Educational and Governmental Access Mediacom must implement, among other things, the following requirements to meet the City's cable-related needs and interests. L Capacity for PEG Access Use (a) Applicant shall immediately provide five (5) activated downstream channels on the subscriber network for PEG use, as follows: (1) Public access: 2 13 (b) (c) (d) 2. (2) Educational access: 2 (one for Dubuque Community Schools, one for other educational institUtions) City'governmental access: 1 (3) As the amount of access programming may increase over time, Applicant shall include reasonable trigger mechanisms for provision of at least one additional channel for public access if the public access channels designated above are substantially fully utilized; at least one additional channel for educational access if either the public school channel or the higher education channel designated above is substantially fully utilized; and at least one additional channel for government access if the governmental access channel designated above is substantially fully utilized As new technology may enable the development of new types of PEG access communications over a franchise term, including but not limited to on-demand and interactive communications, Applicant shall propose flexible procedures allowing the City to obtain additional capacity (whether or not divided into channels) for advanced PEG uses for which the City may reasonably show it has needs or interests in the future. Applicant may not designate channels for PEG use that suffer from interference or distortion. Except where the franchise agreement provides otherwise, PEG channels should be provided as part of basic service. (e) Wherever Applicant must provide facilities and equipment for PEG use, Applicant must also provide such normal spares and backup facilities and equipment (including, but not limited to, spare fibers) to ensure that all access channels can operate seven days a week, 24 hours a day. Use of PEG Channels (a) The City, or the entity that manages a PEG channel, shall be able to establish and enforce rules and procedures for use of the PEG channels pursuant to Section 61l(d) of the Cable Act, 47 use § 531(d). The City shall have authority to resolve any disputes regarding allocation of PEG channels. (b) Except as expressly permitted by federal law, Applicant may not exercise any editorial control over the content of programming on the designated PEG access channels (except for such programming Applicant may produce and cablecast on those channels on the same basis as other programmers). 14 (c) The facilitie¡;, equipment and capacity provided for PEG use on the subscriber network or I-Net shall be available at no charge to users, including the City and the entity that manages the channel. 3. Upstream Transmission (a) Applicant shall provide upstream transmission of each access channel's programming from its normal origination point, as specified by the City, to the headend so that the programming can be transmitted on the access channel. This transmission shall be of sufficiently high quality as to prevent any significant deterioration of the access signal from the origination point to the headend. G. Model: Public, Educational and Governmental Access Based on the needs and interests identified in the Staff Report, the following model is proposed to meet PEG channel and support needs. 1. Capacity for PEG Access Use (a) To allow the City to obtain additional capacity for advanced PEG uses as needed, the following approach will be used: If any video channel reserved for PEG use is digitally compressed, the additional capacity gained from that compression (over and above the capacity needed to carry the original access channel) shall continue to be controlled by the entity that manages that PEG channel, and may be used by that entity for PEG purposes upon a reasonable showing of need or interest in using such capacity. (b) Should the system carry local broadcast stations in a high definition format, PEG channels shall also be transmitted in such a high definition format upon request of the entity managing the PEG channel. (c) To the extent that the resources that determine access to and use of Applicant's system are not expressed solely in terms of channels (for example, if Applicant employs on-demand delivery that relies on storage capacity on file servers), Applicant shall upon request provide each entity managing a PEG channel with a pro rata share of the system's maximum capacity in such other resources, proportional to the ratio of the original analog PEG channel to the total count of analog channels that could be carried on the system 15 (d) (e) In particular, and without limitation, Mediacom must provide the necessary me servers and other equipment to enable the public, educationaI: and governmental entities that program the PEG channels to store programs for random access and allow subscribers to search for and retrieve such programs. If the Applicant makes changes to its cable system that require improvements to access facilities and equipment - for example, transition to a new mode of digital transmission - Applicant shall provide any necessary additional facilities or equipment within 30 days so that PEG facilities and equipment may be used as intended, including, among other things, so that live and recorded programming can be cablecast efficiently to subscribers. 2. Support for Public Access (a) Applicant shall have a continuing obligation, throughout the life of this franchise, to provide studio production facilities, production assistance, editing, scheduling and playback, training, outreach, management, and administrative support for users of the public access channels. The ability to produce and show programming on the public access channels shall be available to the public generally on a first-come, first-served basis, and shall not require Applicant to exercise editorial control over such use, pursuant to 47 U.S.C. § 531(e). (b) In addition to paying any franchise fee required under a franchise agreement, and in addition to any amounts expended by Applicant to comply with any other requirements (including but not limited to construction of the I-Net as described below), Applicant shall provide capital grants to support PEG access in the amount of two and one-half percent (2.5%) of Applicant's gross revenues derived from the operation of the cable system (regardless of the service involved). (c) Capital grants listed above shall be paid on the same dates and in the same manner as the franchise fee. (d) Applicant shall provide sufficient funding to all entities managing PEG channels to cover completely the costs of any facilities or equipment that may be required to implement any requirements imposed on PEG channels by the Federal Communications Commission, or any other agency or governmental unit, for closed- captioning or video description. 16 3. Upstream Feeds (a) (b) The following access origination sites shall be connected by dedicated fiber-optic upstream feeds to the headend, including both the fiber itself and all terminal equipment necessary for transmission of the signals for each access channel to be originated there. (1) (2) (3) Public access stUdio (public access) Public school central administrative office at The Forum, 2300 Chaney Road (for the Dubuque Community School channel) Either the master control room at Loras College, or the public access studio, at the City's option (for the second educational channel) City Hall Annex (government) (4) The following access origination sites shall be connected by dedicated fiber-optic upstream feeds (including both the fiber itself and all terminal equipment necessary for transmission of the signals) either to the City Hall Annex for retransmission to the headend over the connection specified in § lI.G.3(a)(4), or to a remote-controlled server at the headend, so that the City can manage switching among program sources without need of assistance from Applicant. (1) County Court House (2) Carnegie/Stout Public Library (c) Applicant shall ensure that programming received via the upstream feeds is retransmitted as sent by the PEG programmer, without changing the attributes of the signal in such a way as to effectively degrade the output. (d) The upstream capacity provided as part of the institutional and subscriber network shall include facilities and equipment designed to ensure that at the insertion of channels into the subscriber network at the headend, the carrier-to-noise, cartier- to-composite-disturbances, chroma and luminance of PEG channels are the same as or better than those of any other channels. The facilities and equipment provided would not be adequate if there would be more deterioration on channels set aside for public, educational and government use than on other channels on the cable system. Deterioration refers to any signal problem reflected in FCC technical standards, including, but not limited to, ghost images and other interference, distortions, degradation of chroma and luminance, and imperfections. 17 H. Model: Cable Drops and putlets for Government and Educational Facilities Based on the needs and interests identified in the Staff Report, the following model is proposed to meet community needs for cable drops and outlets for government and educational facilities. 1. Drops and Service Outlets (a) (b) (c) (d) Applicant shall provide the following, free of charge, on the City's request, to (i) all educational facilities in the City (including primary schools, secondary schools, and institutions of higher education), and (ii) all facilities owned or leased by the City: (1) at least one subscriber network cable drop and outlet; and (2) any converters, decoders, or similar equipment necessary for the City's user equipment (such as television sets and computers) to receive all subscriber network services at each outlet with all capabilities or options currently afforded by the system. Applicant shall supply one converter, decoder, or similar item per site. Applicant shall ensure that all signals are provided at such outlets with sufficient strength to supply the site (e.g, the signal must be strong enough at a school drop that it can be further amplified to distribute it throughout the school). Specifically, Applicant shall ensure a signal strength of + 20 dBmv at 750 MHz at the demarcation point and, at a minimum, insure that all FCC end-of- line specifications are being met. If the FCC should establish a different standard in the future governing such outlets that achieves the same purpose as the standard herein, the FCC's standard shall govern. The City shall be responsible for any redistribution of signals inside the City facility. Applicant shall charge only its direct cost of installing any additional subscriber network drops and service outlets requested at a school or a facility owned or leased by the City. 2. Terminal Equipment Upgrades Whenever necessary, or dictated by changes in Applicant's technology, Applicant shall upgrade all converters, decoders, or similar equipment provided pursuant to this section, in order to ensure,that the site can receive all services offered by Applicant. 18 I. Requirements: I-Net Mediacom must implement, among other things, the following requirements to meet the City's cable-related needs and interests: an institutional network serving the entire City and capable of providing advanced services to business (on a paying basis) and government users (without charge); (1) (2) capacity on such an institutional network designated for educational and governmental ("E/G") use as required by the City's needs and interests. J. Model: I-Net Based on the needs and interests identified in the Staff Report, the following model is proposed to meet the community's I-Net needs. 1. I-Net Architecture (a) (b) (c) (d) (e) The I-Net shall link the educational and governmental I-Net sites listed in Exhibit C to the attached model franchise agreement. The educational/governmental ("E/G") I- Net should be designed in a ring/star configuration. The ring, consisting of twelve fibers, would be run directly through the Core Sites as well as the Mediacom headend. The star portion of the E/G I-Net shall consist of the non-core sites, with six fibers running from each site back to the designated ring or Core Site location. This fiber ring/star configured network will allow for versatility and expandability, and will provide redundancy to the Core Site locations so as to minimize downtime due to line failures. The I-Net shall include, without limitation, fiber to the greater downtown and riverfront areas, Dubuque Tech Park, Dubuque Industrial Center West, and retail and industrial zones along U.S. Highways 151, 52 and 20, Kerper Boulevard, Chavenelle Drive, the Northwest Arterial and Seippel, Middle, Radford and John F. Kennedy Roads. If existing E/G site locations change, the 1- Net shall be extended to the new location unless the City agrees that such extension is impractical. The fibers provided for E/G use shall be physically separate from those provided for business use. 19 (f) (g) (h) The I-Net fiber shall be designed so that any E/G site, with appropriate 'equipment, can transmit PEG programming upstream to be retransmitted downstream on any of the PEG access channels. At each E/G site, the fiber shall be terminated on termination equipment approved by the City, installed by Applicant in the demarcation point specified by the City. Because the E/G network will be used for voice communication and for similarly critical data and video signaling, the dark fiber must be reliable to a level comparable with that of a telephone system, that is, 99.99% or better. (i) The E/G dark fiber network should be designed so that, to the extent the fiber design places any constraints on the system, the following conditions are satisfied: (1) any City-approved E/G facility may connect to the E/G 1- Net and thereafter take advantage of the network's capabilities; (2) any E/G facility on the I-Net may replace or upgrade its interface, and thereafter take full advantage of the network's capabilities; (3) sufficient capacity is available to allow E/G I-Net locations simultaneously to use the system without meaningful interference with their applications. U) In addition to the above, wherever Applicant installs fiber for the subscriber network, it shall also install at least six spare dark fibers (i.r., fibers ready for use in installed cables that are spliced to termination points at each end but are not connected to electronics, and may be activated when connected to a laser and receiver without any further splicing or termination) for I-Net purposes, to ensure that futUre sites can be connected with minimal need for further disruption of the public rights-of-way, These fibers shall be separate from any fibers utilized for the subscriber network. (k) The fiber-optic plant shall be installed to industry standards and shall meet the specifications set forth in the Attachments to the I- Net Appendix of the model franchise agreement attached hereto. The fiber-optic cable plant shall consist of single-mode fiber-optic 20 1- Net Construction (a) Applicant shall complete I-Net construction and have the system fully operational within four years after the effective date of a renewal franchise agreement. Applicant shall complete construction of 36% of the I-Net plant by the end of the first year after the effective date of the franchise, an additional 30% by the end of the second year, an additional 21 % by the end of the third year, and the remaining 13% by the end of the fourth year. To ensure that the sites constructed according to this schedule can be activated in order according to the City's priorities, the City shall determine the order in which sites are constructed, within the scope of the construction milestones in Section II.J.2(b). 2. (b) (c) cables that meet the manufacturer's specifications, but in no case shall it exce~d a loss of .35 dB/km at 1310 nm and .25 dB/km at 1550 nm. Splices' shall not exceed .1 dB per splice and connectors shall not exceed .5 dB per connector pair. Applicant shall provide documentation of activation testing. The City shall be able to require spot testing of plant to verify compliance. 3. I- Net Ownership and Operation (a) The I-Net fiber shall be owned and maintained by Applicant. However, the City shall have a perpetual indefeasible right of use ("IRU") in those fibers connecting E/G sites. (b) The City reserves the right to artange for maintenance of the E/G I-Net at Applicant's expense, if Applicant fails to maintain it in accordance with the reliability standards specified in the franchise agreement. Notwithstanding the foregoing, the City may require, at its discretion, that maintenance of the fiG I-Net be performed by a third-party provider agreed upon by the City and Applicant. The City reserves the right to retain an independent engineer to periodically evaluate the condition and performance of the fiG 1- Net at Applicant's expense. (c) Applicant shall provide repair and/or replacement of fiber-optic plant in the event of damage or failure. Applicant shall respond to such damage or failure affecting fiG sites as follows: (1) Critical Outage: Response within two hours, minimum temporary repair completed within four hours, permanent repair within twenty-four hours. Major Outage: Response within two hours during normal business hours, four hours otherwise; temporary repair (2) 21 (3) (4) completed within six hours, permanent repair within two busipess days. Minor Outage: Response within two hours during normal business hours, four hours otherwise; temporary repair completed within eight hours, permanent repair within three business days. Service Interruption: Response within two hours during normal business hours, eight hours otherwise; temporary repair completed within eight hours, permanent repair within five business days. These categories shall be defined as follows: (1) (2) (3) (4) Critical Outage: Loss of the backbone ring fiber link, or the loss of service to one of the circuits feeding a critical facility. Approximately ten to fifteen such critical circuits will be designated by the City. Major Outage: Total loss of service to an I-Net Site other than one listed as critical. Minor Outage: Loss of service on a single fiber to any I-Net Site. Service Interruption: Reduction in signal throughput to the point where the signal on a circuit falls below acceptable standards. The City and I-Net users designated by the City shall have exclusive use of the entire capacity of the E/G I-Net. The City shall have authority to resolve any disputes regarding allocation of E/G I-Net capacity. (d) K. Model: Improvement of Facilities and Equipment Based on the needs and interests identified in the Staff Report, Applicant must ensure that its system can continue to satisfy the City's needs and interests throughout the franchise term, despite potential technological change. The model set forth in this RFRP meets that criterion as follows: (a) (b) During the franchise term, Applicant is obliged to maintain and improve its existing facilities in accordance with good industry practice. As shown in the Staff Report, the City has a strong need and interest in a franchise term of no more than seven years to ensure that there is in the near future an opportunity to review the adequacy of the system and its continued ability to meet the 22 community's cable-related needs and interests, in light of changes in technology and the market. Thus, the model assumes a franchise term of no more than seven years. Applicant shall specify its proposed term clearly in the proposal. If Applicant proposes a franchise term exceeding seven years, Applicant shall provide an "updating fund" as described in this Section ILK. (c) Applicant shall provide an updating fund as follows: No later than October first of each year of the franchise term, and continuing until the franchise is either terminated or renewed, Applicant shall provide $400,000 for the purpose of updating the cable system. Such monies shall not be used for operational, repair, maintenance, replacement, or line extension purposes, but shall be used to improve the technology and capabilities of the existing system. (d) Updating monies shall be expended as agreed by the City and Applicant, provided that on each October first, any monies on whose expenditUre the City and Applicant have been unable to agree since the preceding October first shall be distribUted equally among the then basic subscribers on their statements for that month. (e) Updating monies may be expended as such become available, may be advanced on account for expenditUre, or may be invested for later expenditure along with all interest earned thereon, as may be agreed by the City and Applicant. L. Use of Equipment and Facilities This RFRP does not seek to establish requirements for video programming or other information services. If Applicant wishes to propose broad categories of video programming or other services, it may do so using Form VlIl. However, the City will not take into account any such proposals in determining whether to grant a franchise to Applicant. 23 III. CONSTRUCTION TIMET ABLE AND CONSTRUCTION CONDITIONS Based on the needs and interests identified in the Staff Report, the following model is proposed regarding construction work in the system. A. Areas Served. Applicant shall make service available to all areas located within the City B. Line Extension Requirements. (a) Applicant must extend its trunk and distribution system, upon request, to provide service to any single-family dwelling, multiple, family dwelling, institution, agency, school, government facility, and business establishment within the corporate limits of the City at its standard installation charge (or, for City facilities, as provided above). (b) Applicant shall cooperate with developers to ensure that cabling is done as far as possible at the time of construction and that the option to pre' wire new business facilities is made available for purchase by the facilities' owners. e. Underground and Aerial Construction. 1. Underground and Aerial Construction In those areas where the transmission and distribution facilities of public utilities providing telephone communications and electric services are located or relocated underground, Applicant likewise shall locate or relocate its cable system underground. All underground fiber lines and underground coaxial trunk cables, and any underground new or replacement wiring, including all lines and cables on public property, must be located in ducts or conduits. New buried plant shall be capable of location using currently-available locating devices. Without limitation, the City shall incur no cost related to such undergrounding. 2. Location of Drops. Except as federal law may otherwise require, in any area where Applicant would be entitled to install a drop above, ground, Applicant will provide the homeowner with the option to have the drop installed underground, but may charge the homeowner the difference between the actual cost of 24 D. the above-ground installation and the actual cost of the underground installation. 3. Abandoned Plant If Applicant abandons any cable plant (i.e., permanently deactivates and leaves it in place), the City may require that it be removed at Applicant's cost. For example, the City may require that large items such as amplifiers that are no longer in use be removed from the public rights-of- way to make room for other facilities and to remove potential safety hazards. If Applicant wishes to leave such cable plant in place, the City may require Applicant to show that its arrangements would be safe and would be consistent with its other obligations (such as pole attachment agreements) before determining whether to require removal. 4. Coordination of Trenching. Applicant shall cooperate with coordinating procedures adopted by the City to ensure that as far as possible any underground work can be completed by both parties at the same time, and that the City can install conduit without additional disruption whenever streets are opened by Applicant. Construction Standards and Procedures 1. Construction Standards. Construction, installation, operation and maintenance of the system, and all parts thereof, shall be performed in an orderly and workmanlike manner. All such work shall be performed in accordance with the following safety, construction and technical specifications, codes and standards, as they may now exist or be amended or adopted hereafter: (a) Occupational Safety and Health Administration (OSHA) Safety and Health Standards; (b) (c) National Electrical Code (NEC); National Electrical Safety Code (NESC): (d) National Cable Television Association Standards of Good Engineering Practices; (e) Obstruction Marking and Lighting, AC 70/7460 i.e., Federal Aviation Administration; 25 (f) Construction, Marking and Lighting of Antenna Structures, Federal Communications Commission Rules, Part 17; (g) (h) Applicable City and state utility construction requirements; and Iowa Department of Transportation rules and regulations. In the event of a conflict among codes and standards, the most stringent code or standard shall apply (except insofar as those standards, if followed, would result in a system that could not meet requirements of federal, state or local law). The City may ensure that work continues to be performed in an orderly and workmanlike manner, reflecting any changes in standards that may occur over the franchise term. 2. Standards for Subcontractors. All contractors or subcontractors shall be properly licensed, and each contractor or subcontractor shall have the same obligations with respect to its work as Applicant would have under its franchise agreement and applicable laws, if the work were performed by Applicant. Applicant shall be responsible for: (1) ensuring that the work of contractors and subcontractors is performed consistent with the franchise and applicable law; (2) all acts or omissions of contractors or subcontractors; (3) promptly correcting acts or omissions by any contractor or subcontractor; and (4) ensuring that all work performed by contractors or subcontractors is performed by qualified and adequately trained personnel. 3. Initial and Continuing Tests. Applicant shall perform all tests necessary to demonstrate compliance with the construction requirements of the franchise and with any performance standards established by applicable law or regulation. All tests shall be conducted in accordance with federal rules and in accordance with the most recent edition of the National Cable Television Association's 'Recommended Practices for Measurements on Cable Television Systems," or if no recent edition exists, such other appropriate manual as the City may designate. 4. Inspections during Construction. The City may conduct inspections of construction areas and subscriber installations to assess Applicant's compliance with the construction and installation practices manual and design plans. Applicant shall be notified of any violations found during the course of inspections. Applicant must 26 bring violations into compliance within the following time period after it receives notice of tl¡e violation: (a) for safety violations, forty-eight hours (provided that in cases of imminent danger to life or property, Applicant must take action immediately to remedy the violation); for Iowa DOT violations, five days; for other violations, thirty days. (b) (c) After the specified time period, Applicant must submit a report to the City describing the steps it has taken to bring itself into compliance. Inspection does not relieve Applicant of its obligation to build in compliance with all provisions of the franchise. 5. Performance Tests. Not later than ninety days after any new or substantially rebuilt portion of the system is made available for service to subscribers, technical performance tests shall be conducted by Applicant to demonstrate full compliance with all applicable technical standards, including the FCC's technical standards. 6. Other Construction Procedures. (a) (b) Applicant must use equipment of good and durable quality Applicant must install all new or replacement underground wiring, including but not limited to all lines on City property, in conduit (c) Applicant must submit updated as-built system design maps to the City within thirty days of the completion of new system construction in any geographic area. Such maps shall be provided both in hardcopy and in an electronic format approved by the City that is compatible with the City's geographic information system (GIS). The maps shall be developed on the basis of post- construction inspection by Applicant and construction personnel to assess compliance with system design. Any departures from design must be indicated on the as-built maps in order to assist the City in assessing Applicant's compliance with its obligations under the franchise and in managing its public rights-of-way. (d) Applicant must promptly repair and restore, in as good a condition as before the work causing such distUrbance was done, any and all public rights-of-way and public or private property that are disturbed or damaged during the construction, operation or maintenance of the cable system. If Applicant fails to restore or 27 repair public rights-of-way or public property which have been damaged or, disturbed within 30 days, the City may perform the necessary 'repairs and restorations, and promptly obtain reimbursement from Applicant's security fund. 7. System Maintenance. a. Interruptions to be Minimized. Applicant shall schedule maintenance so that activities likely to result in an interruption of service are performed during periods of minimum subscriber use of the system. b. Maintenance Practices Subject to Regulation. The City shall review maintenance practices at regular intervals and may waive requirements or adopt additional requirements as reasonable to ensure proper management of the public rights-of-way. IV. OTHER FRANCHISE TERMS AND REGULATORY CONDITIONS As pointed out in the Introduction to this RFRP, any renewal franchise will be embodied in a franchise agreement based on the attached model franchise agreement. It will also be subject to City law, which may be amended pursuant to applicable law. A renewal franchise will thus be subject to terms and conditions other than those specifically set forth in this RFRP. Applicant is required to meet the City's needs and interests, taking into account the cost, with respect to such terms and conditions and to comply with all applicable federal, state, and City law in its proposal. The City may reject any proposal which does not thus comply with applicable law. A proposal must not award additional rights to Applicant, or impose limitations on the City's rights or aUthority, beyond those rights and limitations embodied in the current franchise agreement and Communications Ordinance, except as specifically modified in this RFRP. In particular, and without limitation, Applicant's proposal should comply with the following model: A. Franchise Fee (1) Applicant shall pay a cable franchise fee in the amount of five percent of gross revenues derived from the operation of the cable system, subject to any limitations that may be imposed from time to time by federal or state law. (2) Franchise fees shall be paid annually in advance, and trued up at the end of each quarter, pursuant to the procedure set forth in Section 8.6 of the current franchise agreement, which has worked well during the term of that agreement. 28 B. (3) Franchise fee payments shall be provided with supporting information and subject to audi~. Enforcement and Security (1) (2) (3) Applicant shall provide a performance bond and a security deposit or letter of credit in the same amounts specified in Sections 10.2 and 10.3 of the current franchise agreement. Applicant shall agree to liquidated damages providing remedies for the violations specified in the attached model franchise agreement. Applicant shall agree that if the balance of the bargain reached by the parties is upset due to federal or state law, the parties shall the parties shall negotiate in good faith to reconstitute the Agreement to restore, to the maximum extent possible, the balance of benefits bargained for by each party. c. Other Issnes (I) If Applicant proposes to continue using the City's West Third Street site for a hub, Applicant shall agree to pay reasonable, nondiscriminatory rental rates for that site. 29 APPLICATION FORMS INSTRUCTIONS AND VERIFICATION A INSTRUCTIONS All questions must be answered, and all requested information supplied in the order set forth in the application. The application must be verified by signing and returning the Application Form and Affidavit included in this Part V. Applicant may use the forms provided Where that is impractical, forms of Applicant's design may be substitUted if all requested information is clearly displayed. Applicant should begin a new page wherever indicated. Applications shall be as concise as possible without sacrificing clarity and completeness. The financial pro forma information submitted must be based upon the requirements specified in this document. If Applicant deviates from those requirements, an additional separate pro forma (which is based on the deviations and explains their impact, in detail) must be submitted. Applicant must clearly differentiate between those elements of the proposal which it is willing to include in any final franchise; those which it intends to provide through contractual agreements with others: and those which it expects to provide, but which it is not willing to commit to provide. Consistent with the Cable Act, there is no requirement under this RFRP that Applicant submit a proposal for video programming or other information services. A form is included in this section regarding such services in the event any are proposed. If Applicant makes no such service proposals, it may retUrn those pages blank. 30 B. APPLICATION FOR A CABLE TELEVISION SYSTEM FRANCHISE IN THE CITY OF DUBUQUE, IOWA IDENTIFICATION OF APPLICANT Name of Applicant: Address of Applicant: (Street) (City, State, Zip Code) Telephone: (Area Code and Number) Date: Please provide the name and telephone number of a principal to whom inquiries should be made: Name: Telephone: (Area Code and Number) Authorized Signature: (Name and Title) Date: 31 e. APPLICATION FOR A CABLE TELEVISION FRANCHISE APPLlèANT'S AFFlDA VIT L This application is submitted in response to the Request for Renewal Proposal issued by the City of Dubuque, Iowa. Applicant has read and reviewed the RFRP in preparing its response. 2. The Applicant attests that it has reviewed and checked the information presented, as necessary to determine its accuracy, and represents that it is true, accurate and complete, as required to ensure that the representations explicitly or implicitly made are not misleading. 3. The Applicant has reviewed applicable City law, and understands that any commitments it has made in this application are subject thereto. 4. The Applicant recognizes that all representations are binding on it and that failure to adhere to any such representations may result in revocation of any franchise that may be granted as a consequence of and in reliance upon this application, or in the application of other remedies, pursuant to applicable law. 5. The Applicant hereby gives the City permission to inquire into the legal, technical, and financial qualifications of the Applicant by contacting any persons or organizations named herein as references, or by any other appropriate and lawful means. 6. The undersigned has been duly authorized to make these representations on behalf of the Applicant. Firm Name: Affiant's Signature: Official Position: Date: Attest: 32 D. EXECUTIVE SUMMARY OF PROPOSAL Each Applicant should present a clear and concise narrative description of the cable television system it proposes to provide. Please limit responses to a maximum of fifteen pages (double- spaced). Please cover the following subject areas: Overview of proposal; . Ownership and management of system; . Financial commitments: . System design and construction; . Program services and other service( s) (if proposed); . Public, educational and governmental access; I- Net (including network characteristics and capabilities); . The rates Applicant would need to charge in light of its proposal, as an indication of the costs involved; and . Other. The purpose of this section is to provide the reader with an understandable overview of the proposal, not to discuss details which will be covered elsewhere in the application forms. 33 FORM I. FORM LA. 1. BACKGROUND/LEGAL t:1.UALIFICA TIONS LEGAL OUALlFlCATIONS. Applicant shall answer the following questions "yes" or "no." The term 'Applicant" as used in the questions below refers to: the Applicant; its principals: any entity which owns or controls, is owned or controlled by, or is under common ownership with the Applicant; and any entity which is expected to control or be responsible for, through any arrangement, the management and operation of the cable system serving the City. The Applicant need not report any case or proceeding where final judgment was rendered ten years or more prior to the date this RFRP was issued. Additionally, the Applicant need not report any franchise revocation which occurred ten years or more prior to the date this RFRP was issued. a. Is the Applicant authorized under Iowa law to operate a business, including a cable television business, in the State) b. Does the Applicant hold all federal and state licenses required for the operation of the system? c. Does federal law prohibit the Applicant from holding the franchise? d. Has the Applicant been found by a court or other entity of competent jurisdiction to have violated state or federal laws or regulations regarding, or to have engaged in acts which constitute: discrimination on the basis of race, sex or religion or any other prohibited ground: fraud; embezzlement; tax evasion; bribery; extortion; jury tampering; obstruction of justice (or other misconduct affecting public or judicial officers' performance of their official duties); false or misleading advertising; perjury; violations of laws prohibiting anticompetitive conduct or unfair trade practices (including, but not limited to, violations of the Sherman Act and state consumer protection laws); or racketeering or conspiracy to commit any of the foregoing offenses? e. Has the Applicant ever had a franchise or FCC license revoked for cause where the revoked franchise or license was not reinstated) f. Has the Applicant ever been found by a court or other entity of competent jurisdiction to have (1) presented misleading statements, (2) engaged in fraudulent conduct or (3) otherwise violated applicable law? g. Has any local franchising authority denied a previous request for a franchise submitted by the Applicant? 34 2. If the answer to any of questions l(d)-(f) is "yes," the Applicant must specifically describe the facts and circumstances concerning the acts or omissions which led to the decisions, revocation, ór findings specified in questions l(d)-(f). It shall identify with specificity each case, revocation, or finding which led the Applicant to respond affirmatively to questions l(d)-(f). If the Applicant believes the acts or omissions described in response to l(d)-(f) should not be considered in determining whether to grant or deny it a franchise, it shall explain in detail the basis for this contention. In reviewing the information, the City shall consider: facts and circumstances which show that the acts or omissions are unrelated to the consideration of the Applicant's willingness to operate a cable television system in accordance with lawful requirements; whether the Applicant has fully corrected all harms which flowed from the act or omission; whether the act or omission did not involve principals of the Applicant: and whether the Applicant has taken adequate steps to ensure that the act or omission will not recur. Particular weight will be given to any failure to correct harms flowing from any past misconduct. 3. If the answer to question l(g) is "yes," the Applicant shall state when the request for a franchise was denied and under what name the Applicant submitted the application. 35 FORM LB. APPLICANTS HOLDINGS AND PRESENT SUBSCRIBER RATES. 1. Please list all present holdings (franchises and systems) in which the Applicant or any principal* owns 3 percent or more of equity interest (If additional pages are needed, please reproduce this form). Applicant that already holds a franchise need only list (1) systems where the franchise was renewed in the last three years; (2) systems now being upgraded or rebuilt; and (3) systems where the franchise is scheduled to expire in the next three years. Location of System Date of Most Recent Franchise Award Plant Miles of System Date First Subscribers Served** Date Construction Completed*** Percentage of System Ownership Held Holder of Controlling Ownership Interest Current Subscriber Rates Name and Address of Local Government Officials Responsible for Cable Operations For purposes of this form, "principal' means any officer or director of Applicant, and any person, firm, corporation, subsidiary, joint venture or other entity, that owns or controls 5 percent or more of the voting stock (or any equivalent voting interest of a partnership or joint venture) of Applicant. 36 ** In a case of upgrade or rebuild, date first subscriber served by upgraded or rebuilt system. *** In case of upgrade or rebuild, date upgrade or rebuild completed. 2. Please list other investments or affiliations, direct or indirect, with any media, entertainment or telecommunications enterprise in which the Applicant or any principal owns 3 percent or more of equity interest. 37 FORM I.c. FORMER FRANCHISES The Applicant and any principal' shall 'list every community where it has received a cable television franchise or operated a cable system without a franchise, and subsequently disposed of all or a majority of its interest. (If additional pages are needed, please reproduce this form). Reason and Name of Date of Date of Franchise Manner System Community Franchise Award Disposition of Disposition For purposes of this form, "principal" means any officer or director of an Applicant, and any person, firm, corporation, subsidiary, joint venture or other entity, who or which owns or controls 3 percent or more of the voting stock (or any equivalent voting interest of a partnership or joint venture) of an Applicant. 38 FORM II. OWNERSHIP DISCLOSURE FORM ILA. OWNERSHIP INFORMATION 1. 2 Organizational Structure - Sole Proprietorship - Partnership - Corporation -Joint Venture - Unincorporated Association - Other (explain) Officers (if Corporation): President Vice President Secretary Treasurer If Sole Proprietorship: Owner If Partnership: General Partners Limited Partners (if applicable) Business Structure a. If the Applicant is a corporation, please list all members of the Board of Directors, their principal affiliations and their addresses: b. If the Applicant is a partnership, please list all members of any governing body or management committee, their principal affiliations and their addresses: 39 FORM II.B. STOCK INFORMATION Please answer the following if the Applicant is a corporation. L Is the Applicant a publicly held corporation as defined by the rules and regulations of the Securities and Exchange Commission? [ ] Yes [ ] No 2. Srock of Corporation: Class Vote No. of Par per No. Shares No. Shares Shares Total No. Stock Value Share Authorized Issued Subscribed Stockholders 3. Does the Applicant have any other obligations or securities authorized or outstanding which bear voting rights either absolutely or upon any contingency) [ ] Yes [] No 1£ so, submit a statement of (a) the natUre of such securities, (b) the face or par value, (c) the number of units authorized, (d) the number of units issued and outstanding, (e) the number of units, if any, proposed to be issued, and (f) the conditions of contingency upon which securities may be voted. 4. Is the Applicant corporation directly or indirectly controlled by another corporation or legal entity? [ ] Yes [ ] No 1£ 'yes,' please explain. 5. Nationality and State of Incorporation: 40 FORM H.c. OWNERSHIP DISCLOSURE The Applicant (including all shareholders and parties with any financial interest in the Applicant) must fully disclose all agreements and understandings with any person, firm, group, association or corporation with respect to the Dubuque City franchise and the Dubuque cable system. This includes agreements between local investors and national companies. Failure to reveal such agreements will be considered withholding of pertinent information and will be considered cause to withhold or revoke award of the franchise Please append copies of any written agreements made regarding the ownership or control of the proposed system In the space provided, please outline any oral agreements or understandings regarding the ownership or control of the proposed system. 41 FORM II.D. LIMITED PARTNERSHIP' If the Applicant is a limited partnership, please describe the structure of the partnership and identify the general and limited partners and their principals. 42 FORM II.£. ADDITIONAL OWNERSHIP DISCLOSURES If, in response to Forms !l.B or 11.E, the Applicant listed other partnerships or corporations that are owned, controlled or managed by another corporation or partnership, then additional forms for 11.B and 11.E shall be provided for such corporations and partnerships. The same shall be done for each partnership or corporation identified in these additional forms and so on until the ultimate parents of all such entities are identified. 43 FORM III. FINANCIAL QUALIFIC~ TIONS AND INFORMATION An important element of any response to this RFRP is an adequate demonstration of financial capability to perform. Clear, complete and documented financial information is required for the City to determine the qualifications of the Applicant. FORM lILA. SYSTEM FINANCING PLAN Please attach a detailed description of the financing plan for any cable system construction proposed in your response to this RFRP. Indicate the source and amount of equity capital and debt, and the terms of financing debt and equity. In describing the terms of financing, include interest rates, collateral, guarantees, terms and conditions. Documentation must be submitted which corroborates the commitment of funds and lists the name, address, title and telephone number of the appropriate contact person for each organization involved in funding debt or equity. Copies of financing agreements are to be submitted or otherwise made available for inspection at the location indicated in the InsttUctions. Attach separate pages as necessary. 44 FORM m.B. (1) (2) APPLICANT'S FINANCiAL STATEMENTS Please attach audited financial statements, including a statement of income, a balance sheet and a sources and uses of funds statement, together with any notes necessary to the understanding of the financial statements, for the last three fiscal years for the Applicant and any controlling entities. If audited information is not available, unaudited information is to be provided, and certified as correct by the Applicant's Chief Financial Officer. The Applicant should provide this information for its operations in the City and separate information for any affiliate or parent company where necessary to understand the statement for the City system, or where the debt, interest or other obligations or assets of such affiliate or parent company are.in any way allocated to the City system. For the last three calendar years, to the extent not provided in the statements identified above, identify: (a) total revenues, listed separately for equipment, service charges for each tier of service, and miscellaneous revenues. Equipment revenues are revenues from: (i) equipment sales and leases to subscribers; (ii) installation, reconnection, and tier changing charges; and (iii) additional outlets. (b) the subscribers, listed separately, for each service tier. (3) Please identify the existing and expected financial obligations of the Applicant and its financial guarantors over the next five years. Specifically identify those obligations or expected obligations within other franchise areas. As part of your response to this Form, please provide the historical financial data requested above in the same format used.in your response to Form 1l1.F. 45 FORM III.e. APPLICANT'S AUDITOR Each Applicant shall provide the name, address, title and telephone number of an appropriate contact person for any outside audit firm utilized by the Applicant. 46 FORM III.D. FINANCIAL GOALS Attach a brief narrative describing the Applicant's financial goals for this cable system. If the system does not meet these goals, describe how the Applicant will improve financial performance. Any discussion should include, at a minimum, operating assumptions such as rate increases, interest rates, sources of revenue, marketing, and operational changes. Include in the narrative your projected rate of return and the methodology used to calculate it. Attach separate pages as necessary. 47 FORM mE. LITIGATION Is the Applicant or any controlling entity currently in litigation (including any matters pending before the FCC)? [ ] Yes [ ] No If yes, please describe the situation and estimate the potential financial impact on the Applicant or the controlling entity 48 FORM IILF. PRO FORMA FINANCIAL PROJECTIONS The Applicant shall furnish tables following the format below and provide the requested pro forma projections for the City for the proposed franchise term (see Form XI), assuming a franchise for the City specified in this RFRP is awarded on August 1, 2005. If the system's assumed revenues or expenses will reflect an allocation of assumed expenses or revenues for some other entity, pro forma projections for such other entity should be provided as well. The pro forma projections should include approximately the same line- item level of detail indicated on the attached forms, but particular details of presentation may differ if the Applicant believes that alternatives are more appropriate given its internal accounting practices. Key assumptions supporting the projections should be documented and submitted as notes to the pro formas. Financial pro formas must be based upon RFRP requirements. If the application deviates from those requirements, submit separate and additional pro formas showing the financial impact of each difference. Financial information required in this RFRP is needed to ensure that the City can take costs into account in evaluating Applicant's proposal, since Applicant's ability to bear a given cost will vary depending on Applicant's financial position. Failure to provide the required financial data will be taken as a waiver of any objection based on cost considerations to meeting the City's future cable-related needs and interests 49 FORM III.F. PRO FORMA FINANCIAL PROTECTIONS Please provide the following financial projections for each year of the proposed franchise term. 1. SUBSCRIBERS YEAR 1 2 [to end of terml Households in franchise area: total homes passed Beginning subscribers Net subscriber growth Penetration percentage New subscriber connects Household reconnects Subscriber disconnects Number of basic subscribers Number of subscribers for other tiers Number of premium subscribers Number of pay-per-view units sold Revenue per subscriber: Basic Other tiers Premium Number of subscribers for each premium service offered Monthly rate for each premium service offered Pay-per-view Converterlremotes Extra outlets Installation FM Other TOTAL Revenue (annual $ total): Basic Other tiers Premium Pay-per<view Converter/remotes Extra outlets 50 Installation FM Advertising Home Shopping Other'" TOTAL Attach information explaining the assumptions upon which these projections are made. '" Describe all revenues included in "other". 51 PRO FORMA FINANCIAL PROTECTIONS (continued) 2. STATEMENT OF INCOME YEAR l }, [to end of terml Revenues Operating Expenses Programming Technical &: Plant Marketing Administration &: General Other Operating Expenses TOTAL OPERATING EXPENSES Operating Income Less Depreciation Amortization Interest on Debt to Corporate Parent Other Interest Other Expenses/ (Income) Net Income Before Income Taxes Income Taxes Income Tax Credit After-Tax Net Income Attach information explaining the assumptions upon which these projections are made. 52 PRO FORMA FINANCIAL PROTECTIONS (continued) 3. BALANCE SHEET Current Assets Cash Cash Equivalents (specify) Accounts Receivable Inventory Prepaid Expenses Other (specify) Sub'Total Property, Plant &: Equipment Land Buildings Leasehold Improvements, Furniture, Fixtures Cable Plant Equipment Other (specify) Less Accumulated Depreciation Sub-Total Other Assets (specify) TOTAL ASSETS Current Liabilities Accounts Payable Accrued Liabilities Subscriber Prepayments, Deposits Notes Payable - Corporate Parent Notes Payable - Other Other (specify) Sub-Total YEAR 53 l 2 [to end of term] Long-term Debt - Corporate Parent Long-term Debt - Other Other Liabilities (specify) Stockholders' Equity TOTAL LIABILITY AND EQUITY Attach information explaining the assumptions upon which these projections are made. 54 PRO FORMA FINANCIAL PROTECTI°r:<S (continued) 4. SOURCES AND USES OF FUNDS YEAR 1 ¿ [to end of terml Sources of Funds Proceeds from Issuance of New Stock Debt - Corporate Parent Debt - Other Revenues Increases in current liabilities Other (specify) TOTAL Uses of Funds Capital expenditures Operating expenses Less non-cash expenses (specify) Interest payments Income taxes (cash payments) Debt repayments Dividends or partner distributions Increase in current non-cash assets Other (specify) TOTAL Net change in cash Beginning cash Ending cash Attach information explaining the assumptions upon which these projections are made. 55 PRO FORMA FINANCIAL PROTECTIONS (continued) 5. ANTICIPATED CAPITAL EXPENDITURES YEAR Antennas, Towers, Microwave Facilities Headend and Hubs/Nodes Cable Plant N Subscriber Network Distribution Plant Rebuild/Upgrade of DistribUtion Plant Extensions Replacement Subscriber drops Cable Plant N I-Net Distribution Plant Rebuild/Upgrade of Distribution Plant Extensions Replacement Drops Interface Equipment Converters New Replacements Buildings and Land Leasehold Improvements, Furniture &: Fixtures Program Origination Local Origination Access Facility Other Access Equipment Test Equipment, Spares, Tools Vehicles Data Processing Equipment 56 1 2 [to end ofterm] Other (specify) Capitalized Overhead TOTAL Attach information explaining the assumptions upon which these projections are made. 57 PRO FORMA FINANCIAL PROTECTIONs (continued) 6 DEPRECIATION SCHEDULE YEAR 1 Antennas, Towers and Microwave Facilities Headend and Hubs/Nodes Cable Plant u Subscriber Network Distribution Plant Rebuild/Upgrade of Distribution Plant Extensions Replacement Subscriber drops Cable Plant ul-Net Distribution Plant Rebuild/Upgrade of Distribution Plant Extensions Replacement Drops Interfaces Converters New Replacements Buildings and Land Leasehold Improvements, FurnitUre &: Fixtures Program Origination Local Origination Access Facility Other Access Equipment Test Equipment, Spares, Tools Vehicles Data Processing Equipment Other (specify) 58 I 3 [to end of terml Capitalized Overhead TOTAL Attach information explaining the assumptions upon which these projections are made. 59 PRO FORMA FINANCIAL PROTECTIONS (continued) 7. PROGRAMMING EXPENSES YEAR 1 2 [to end of term) Salaries Payroll Taxes Overtime Benefits Buildings/Rent Maintenance Vehicle Expense Premium Programming Expenses Expanded Basic Programming Expenses Basic Programming Expenses Royalty Payments Program Guides Other Programming Expenses (specify) TOTAL Attach information explaining the assumptions upon which these projections are made. 60 PRO FORMA FINANCIAL PROTECTIONS (continued) 8. TECHNICAL AND PLANT OPERATIONS YEAR J 3 r to end ofterm] (Include data for both the subscriber network and the I-Net). Salaries Payroll Taxes Overtime Benefits Contract Labor Buildings/Rent Maintenance Vehicle Expense Repairs & Maintenance Pole Rentals System Power Small Tools & Test Equipment Other Plant Expenses (specify) TOTAL Attach information explaining the assumptions upon which these projections are made. 61 PRO FORMA FINANCIAL PROTECTIONS (continued) 9. MARKETING YEAR 1 l ¿ [to end of term) Salaries Payroll Taxes Overtime Commissions Benefits Outside Marketing Buildings/Rent Maintenance Vehicle Expense Advertising &: Promotion Other Marketing Expenses (specify) TOTAL Attach information explaining the assumptions upon which these projections are made. 62 PRO FORMA FINANCIAL PROTECTI°I;JS (continued) 10. ADMINISTRATIVE AND GENERAL YEAR 1 Salaries Overtime Payroll Taxes Benefits Data Processing Buildings/Rent Maintenance Vehicle Expense Utilities Phone Light, Heat/AC Power State and Local Taxes Franchise Fee Postage Stationery &; Supplies Training, Travel &; Entertainment Professional Services Services Purchased Insurance Bad Debts License &; Permit Fees Management Fee: By Recipient By Parent 63 ~ ~ [to end oftermJ Corporate Allocation Other (specify) TOTAL n. OTHER OPERATING EXPENSES (specify) Attach information explaining the assumptions upon which these projections are made. 64 PRO FORMA FINANCIAL PROTECTI0~S (continued) 12. EMPLOYEE ESTIMATES list by category, by title, and by year the total estimated number of employees that will be employed to provide service in the City. If these employees will also provide service to other franchise areas, identify these areas and the number of subscribers in each. Identify any plans to increase the number of employees during any rebuild or upgrade of a system serving any of these listed franchise areas. For example: EMPLOYEES, BY CATEGORY YEAR 1 l .?[toendoftermJ Technical and Plant Operations Plant Manager Trunk Technicians Other (specify) Administrative and General Customer Service Representatives Other (specify) 65 FORM IV. GENERAL QUESTIONS REGARDING TECHNICAL QUALIFICATIONS. The Applicant should submit information responsive to the questions below, and such other information as may show that the Applicant is capable of constructing and operating a system which, consistent with the requirements of this RFRP and the Cable Act, meets the needs and interests of the community. FORM IVA PREVIOUS EXPERIENCE Has the Applicant ever operated a cable system of the type that it proposes to provide in accordance with this RFRP? (The answer may refer to Applicant's current system in the City if the proposal does not propose significant changes in the system.) If the answer is 'yes,' please describe that previous experience by identifying the location of the system and a person who can answer additional questions regarding that system. If the answer is "no," please explain why the Applicant believes it will be able to successfully operate such a system in the City. 66 FORM IV.B.!. MANAGEMENT OF ACCESS FACILITIES Does the Applicant intend to directly manage the provision of access facilities, services and equipment it proposes to provide in accordance with this RFRP? If the answer is "no," please identify the entity or entities that would be responsible for managing the provision of access services, facilities or equipment: state how the Applicant will ensure that each such entity is qualified to manage the provision of access services, facilities and equipment; and indicate Applicant's timetable for reaching an agreement with each such entity. 67 FORM IV.B.2. MANAGEMENT OF ACCESS FAClLITIES/SUMMARY OF ACCESS OPERATIONS If the Applicant proposes to manage the provision of access facilities, equipment and services itself, or through a designee, please state whether the Applicant or its designee has ever directly managed the provision of access facilities, equipment or services comparable to those it proposes to provide in the City. (If the Applicant does not propose to manage such access facilities, the Applicant should provide a complete description of the way in which it proposes to meet the City's needs and interests in this area and demonstrate that this method will be at least as effective in meeting those needs and interests as would management by the Applicant.) lf the Applicant (or its designee, as appropriate) has managed access facilities, equipment or ,services, then the Applicant should describe that previous experience by completing the attached forms for each of two locations where the Applicant (or its designee) managed such facilities, services or equipment. (The City may be used as one of those locations.) Whether or not the Applicant or its designee has such experience, it should describe below why it believes it (or its designee) is technically qualified to manage the access facilities, equipment or services proposed by describing 1) the skills it believes are required to successfully manage the access resources: and 2) how it or its designee will supply those skills. In evaluating the response to this question and the forms which follow, the City will be attempting to determine whether the Applicant is proposing that the access resources it intends to provide will be managed by an entity which has been able (in cases where it has been responsible for access) or is likely to be able to bring to bear the skills required for successful management of access resources. lf the Applicant proposes that the City manage access facilities and equipment directly, or through another designated entity to be selected by the City, it need not complete these forms, although it must show that its proposed artangement would meet the City's needs and interests at least as well as would the model described in this RFRP. 68 FORM IY.B.2 SUMMARY OF ACCESS OPERATIONS Please provide information regarding two different communities. a. Name of Community: Access Manager: Telephone "If: b. Type of Local Programming Services Provided (list only those you manage) - P - E - G - Other (Please Describe) c. Number of Channels by Type Programmed _P _E _G - CombinedP-G - Combined E-G - Combined pcE-G - Other (Please Describe) d. Number of Staff - FullcTime - PartcTime e. Allocation of Above Listed Staff-Time by Type of Service Provided (ie., 2.5 for Public Access and.5 for Local Origination) f. Overview of Funding Sources and Levels for the Two Most Recent Years of Operations (Please specify) Operating Budget Cable Company Government Contributions Grants Other (Please List) 69 Total Operating Budget Total Value of Produétion Equipment g. Programming Statistics - Two Most Recent Years Each Channel Managed (Specify years) (1) Channel Type (i.e., Public Access, LO, etc.) Channel No. on System (a) (b) Total number of hours (including replays, excluding character generation) Number of locally produced 1st run hours (c) Number of imported program 1st run hours (2) Channel Type (i.e., Public Access, LO., etc.) Channel No. on System (d) (e) Total number of hours (including replays, excluding character generation) Number of locally produced 1st run hours (f) Number of imported program 1st run hours Please repeat on an attached sheet for each additional local programming channel managed for the reported franchise area. h. Do you have information which compares the number of hours of available equipment time to the number of hours of use by category of equipment? - Yes _No If yes, please provide information, as follows, for the two most recent years of operation (Specify) StUdio( s) Number of studio(s) Hours available - per stUdio for access Hours used - per studio for access 70 Comments: Editing Number of editing systems Hours available - per system for access purposes Hours used - per system for access Comments: Portable - Single Camera Number of units Hours available - per unit for access purposes Hours used - per unit for access Comments: Portable - Multiple Camera Number of units Hours available - per unit for access Hours used - per unit for access Comments: i. Training Services Provided (1) Do you provide training in video skills? _Yes _No (2) If answered "yes," please provide the following information. (a) List Training Classes offered in the two most recent years of operation, the length of each class, the number of sessions, the average number of enrollees per class, and the total number of people trained in 2002 and 2003. 71 Average II Total II of Hours Per II of Classes Enrollees People Class Class Offered 20 - Per Class Trained 20 - a. b. Co d. e. f. g. Please provide a copy of your most recent operating policies and procedures. j k Access Users Please estimate the number of organizations, schools, universities and divisions of local government which have used the access programming resources and services in the community reported upon in the two most recent years of operation. (Specify years) _20 20- 1. Other Access Services Please briefly describe other access services you provide, such as outreach, newsletters, program promotion, etc.. and attach a copy of examples of such services (such as a newsletter), as available and appropriate. 72 FORM V. FORM VA PROPOSAL FOR SYSTEM DESIGN AND CONSTRUCTION questions or requests: CITY. Where necessary, please attach sheets and respond to the following 1. 2. Describe the schedule for any construction, including I-Net construction, and the area to be served Attach as an appendix to this application a map indicating the areas of the City in which such construction will take place in each three month period from the beginning of construction to completion of construction. Such map shall be provided both in hardcopy (at a scale so that the map representation is no smaller than 500 feet per inch) and in a CAD or other electronic format approved by the City, such as Shape File Format. Please state whether any old cable plant to be replaced under Applicant's plans, both underground and aerial, would be removed or abandoned in place, and explain in detail the potential cost of such removal. 73 FORM V.B. CONSTRUCTION OR REBUILD SCHEDULE BY AREA Referencing census tract data, show the proposed schedule of any system construction by census tracts. Month Census Tract Numbers 3 6 9 12 NOTE: Month 1 begins on the date the franchise is awarded. 74 FORM V.e. NEW CONSTRUCTION OR REBUILD SCHEDULE BY MILEAGE Category Month 3 Month 6 Month 9 Month 12 Month 15 a. Aerial plant miles b. Under ground plant miles wi conduit c. Underground plant miles w/o conduit d. Total plant miles (for month specified) e. Cumulative plant miles completed (inception to date) f. Cumulative percentage completed (inception to date) NOTE: Month 1 begins on the date the franchise is awarded. Total Construction Period: - months from date of franchise grant. The Applicant shall submit a large-scale map for the subscriber network and the I-Net which identifies the locations of proposed (or current) headend facilities, hubs or nodes, antennas, and microwave facilities Such map shall be provided both in hardcopy (at a scale so that the map representation is no smaller than 500 feet per inch) and in a CAD or other electronic format approved by the City, such as Shape File Format. In addition, Applicant shall submit a list of these locations in electronic database form, compatible with Microsoft Access or ExceL 75 FORM V.D. CONSTRUCTION PRACTICES 1. System Construction a. Will construction be undertaken by contractors? [ ] Yes [ ] No b. If "yes:" (1) Have the contractors been selected? .. [ ]Yes[ ]No (2) Who are the contractors) 2. Discuss the availability of work crews and equipment to ensure compliance with the construction schedule. Detail outstanding agreements with construction companies or equipment suppliers. Supply copies of any commitments regarding this particular project. 3. List construction codes which will be followed, and the steps you will take to comply with them. .. Applicant must submit a copy of the draft contract to the City prior to commencing construction. 76 4. List or describe the standards to be followed regarding tower construction, marking and lighting. 5. Do you have a manual of construction practices to be followed by construction crews? [ ] Yes [ ] No If "yes,' attach a copy of the manual as an appendix to this application. 6. If so, when was your manual of construction practices last updated? 7. Have you discussed all anticipated construction with Iowa DOT and other utilities) If so, please identify whom you spoke with for each entity. 77 FORM V.E. SYSTEM DESIGN AND CHANNEL CAP AClTY The City considers system design and channel capacity to be an important part of any application, characterizing the facilities and equipment to be provided by the Applicant. The Applicant shall describe the design of any system it proposes to build or operate (including but not limited to the subscriber network and I-Net) and include, at minimum, the following information: 1. a. Channel capacity on the subscriber network (1) (2) Downstream: Frequency Spectrum Channel Capacity Channel Capacity initially activated Type of transmission (digital, analog) Upstream: Frequency Spectrum Channel Capacity Channel Capacity initially activated Type of transmission (digital, analog) b. Channel capacity on the I-Net (1) (2) Number of single-mode fibers to each site (attach list) Backbone fiber count: Attach (i) maps showing the distribution of fiber counts in the backbone and hubs, and (ii) logical maps showing the fiber routing from hub sites to all user sites. Maps shall be provided both in hardcopy (at a scale so that the map representation is no smaller than 500 feet per inch) and in a CAD or other electronic format approved by the City. c. d. e. Proposed timetable for making additional downstream and upstream capacity available on both the subscriber network and the I-Net. Proposed method, channel capacity, equipment, and timetable to be used to link access facilities and the headend and to permit routing of signals to the subscriber network. Proposed method, channel capacity, equipment and timetable to be used to link public facilities to the I-Net. 78 f. g. Describe any additional upstream system capability from public facilities to access facilities and/ór the headend. Subscriber Network and I-Net Design Type: Trunk and feeder design Number and location of hubs or nodes Number of fibers (from hubs to each node; from headend to hubs) Type of fibers (e.g., 1310 of 1550 nm optimized; single-mode or multi-mode) Number of feeders to each node Dark fiber in plant Number of fibers from each hub to each I-Net location h. Distribution system, including copper-based cable, fiber, and equipment to be used. (Provide manufacturer, type of equipment and model number, and physical and technical specifications, and include cable, fiber, active electronics, and passive electronics). i. Use (if any) and capabilities of converters proposed, and conditions under which converters will be made available. The Applicant should specifically indicate whether any converters used are capable of allowing subscribers to simultaneously receive one video signal, and record another. Include input capabilities, (RS-32, R}ll, F-Connector, etc.), technical specifications including noise figures, throughput (lines of resolution). j. Plans to operate or contract for transmission services using the following services: common carrier; Cable Television Relay Service (CARS); Multipoint Distribution Service (MDS); other (please specify). k. Plans to operate or contract for satellite earth stations, including appropriate technical specifications (e.g., size of antenna; manufacturer of antenna; low-noise amplifier make, model number and noise figures; receiver make, and model number; standby power; etc.) 1. Service level separation u tier isolation and pay isolation. Describe design specifications for delivery of pay cable services, including methods of security. If more than one service tier is to be provided, describe how lower tier subscribers will be isolated from receiving upper tiers of programming. Additionally, please explain whether converters or other terminal equipment will be necessary to receive the basic service tier. m. Headend design and reception facilities, including make and model number of antennas, signal processors, modulators, demodulators, etc., and any plans to bring broadcast channels in over fiber or coaxial cable rather than over the air. 79 n. Plans for standby power at the headend, hubs/nodes, and distribution plant. Provide the make and model number of equipment, as well as reserve capacity. ' o. The type of status monitoring system to be used and extent to which it is used (converter, amplifier, node, power supplies, etc.). Provide capabilities of the status monitoring system (noise, signal strength, voltage, power factor, etc.). Provide the approximate number of transponders and type of headend monitoring equipment. p. The Emergency Alert System proposed, including: make and model numbers of equipment; whether the system will override all audio and video channels or only audio channels; how the system will be activated and from where; and how the system will be interfaced with the cable system in the City. q. The type of audio leveling equipment to be used, including make, model number, and technical specifications.. r. The type(s) of channel blocking and security technologies that will be employed (e.g., interdiction, traps, scrambling). s. Plans for two-way activation to the home, including a timetable for activation, and equipment to be used. t. Expected performance characteristics of the subscriber network and the I- Net, including, but not limited to: i. the specification of minimum performance standards of voice, video and data (including maximum bit error rate, carrier-to-noise, carrier to composite distUrbances, hum modulation) upstream and downstream from origination points (regardless of whether the point of origin is the headend or some other location); and ii. temperature ranges under which the subscriber network and I-Net will be designed to operate without substantial signal degradation; catastrophic failure; or irreversible performance changes. u. Longest amplifier cascade in the system (number of amplifiers, number of miles, type of cable/fiber). v. Provide design maps for the system. The system design shall be shown on maps using standard symbology in the format of the City's tax maps, and 80 shall depict all electronic and physical features of cable plant. Such maps shall be provided both in hardcopy (at a scale so that the map representation is no smaller than 500 feet per inch) and in a CAD or other electronic format approved by the City. w. Provide a cut-over plan which shows how the Applicant will minimize disruption to subscribers during any construction. x. To the extent not already explained, any plans for interconnecting the cable system with other broadband communications networks in the Dubuque area. The plan should show: (1) the proposed manner in which interconnection would be accomplished; (2) to what extent and how the interconnect would permit transmission of information to and from the 1" Net proposed by the Applicant and any other I-Net in the City or the Dubuque area; and (3) to what extent and how the interconnect will permit transmission of PEG programming to and from systems in the Dubuque area. 81 FORM V.G. L PERFORMANCE TESTiNG please describe the Applicant's testing program for the I-Net and the subscriber network, including a summary of procedures for initial proof of performance tests, acceptance tests, continuing tests, tests in response to subscriber complaints, and other tests planned. Test procedures should be submitted for all parameters to be tested. 82 FORM V.H. 1. 2 3. SYSTEM MAINTENANCE PROCEDURES Describe the practices and procedures proposed for routine preventive maintenance, including the type and frequency of system inspection and testing, and the number and qualifications of technical staff by category (headend, system, line, etc.) and service facilities. Attach any corporate maintenance procedures which the Applicant proposes to follow during the franchise term. Please describe your procedures for the provision of continuous, uninterrupted service to subscribers during the term of the franchise, for restoration of service should circumstances cause service interruption, and for coordination with other utilities to restore service. 83 FORM VI. PUBLIC, EDUCA TIONf\L AND GOVERNMENT USE Please describe separately: FORM VIA PEG USE CHANNEL CAPACITY 1. The number of forward/downstream channels to be provided, channel number and tier assigned, and date of availability for each PEG channel proposed or, in the alternative, the percentage of the cable system's maximum channel capacity to be provided for PEG use and the other program delivery resources to be made available, such as storage capacity on file servers. 2. The spectrum space to be provided for reverse/upstream access uses, and the manner in which the Applicant proposes to provide reverse/upstream capability from locations specified by the City. This description should also delineate the specific equipment to be provided which is associated with signal transmission (i.e., modulators and demodulators). 3. The method (e.g., fiber or coaxial cable) by which the access facilities and the headend will be linked. The description should include the channel capacity in both forward and reverse directions to be provided between the locations. 84 FORM VI.B. 1. ACCESS MANAGEMENT Describe the manner in which the Applicant proposes to cooperate and coordinate with any third-party access management entity that would be involved in access programming according to Applicant's proposal. 85 FORM VI.C ACCESS FACILITY AND EQUIPMENT 1. How much does the Applicant plan to contribute for and in support of facilities or equipment for access (1) above and beyond any costs associated with constructing the cable system; and (2) above and beyond the franchise fee? 2. With respect to the current public access channels: a. Describe any access facility or facilities proposed by the applicant including: location; size (square footage); proposed layout of and type of work areas within a facility (Le., studio, control room, editing suites, office space, etc.); availability of parking; handicapped accessibility; ability to expand in the future, if needed; and any other information which will clearly and concisely describe the facility or facilities proposed for any PEG use by the Applicant. b. Describe any video equipment packages which the Applicant proposes to provide for PEG purposes. The Applicant must set forth the proposed capital equipment budget for the initial equipment package and a budget outlining the replacement schedule for equipment during the term of the franchise. 3. When would the support identified above be provided? 4. Describe the conditions under which the Applicant would agree to be bound to provide additional channels, facilities or equipment for PEG use. 86 FORM VI.D. ACCESS SERVICES 1. Please describe the access services the Applicant proposes to provide. The Applicant should separately identify each access service it proposes to provide (e.g., training, facilitation, outreach, etc.); who will provide the service: the staff devoted to the service; and the times the service would be available. The description should include any annual budget for the delivery of any access services. The Applicant should assume any such services will be provided in addition to, and not as a part of, the franchise fee paid to the City. 87 FORM VII. 1. LEASED ACCESS Please describe how the Applicant intends to comply with the leased access requirements of the Cable Act (including the records it will keep so that compliance can be confirmed). 88 FORM VIII. VIDEO AND INFORMATION SERVICES If the Applicant desires to promise'to provide certain broad categories of video and other information services to subscribers as part of its proposal, or demonstrate the manner in which it proposes to deliver a greater variety of programming, it should describe those categories here. 89 FORM IX INTERACTIVE SERVICES If the Applicant desires to promise to provide certain broad categories of interactive cable services to residential and business subscribers, it should describe them here. 90 FORM X NARRATIVE SUMMARY OF RESPONSIVENESS TO LOCAL NEEDS FORM XA. DESCRIPTION OF PROPOSED CABLE SYSTEM Describe in narrative form your concept of the cable system (subscriber network and 1- Net) proposed for the City, including anticipated system development over the life of the franchise. Describe and emphasize particularly those features which are not included in any other section of the Request for Proposals which the Applicant desires the City to consider in evaluating the proposal. If the Applicant proposes to provide any other service, facility or equipment which the Applicant may wish to contend is relevant in determining whether the Applicant's proposal meets the cable-related needs and interests of the community, it should describe the service, facility or equipment in complete detail: describe how it will be provided, under what circumstances and for what charge. Emphasis should be given to explaining why the Applicant believes its proposal is reasonable to meet the cable-related needs and interests of the community, taking into account the cost of meeting such needs and interests. a. Is the Applicant proposing to construct a system which meets or exceeds the requirements in this RFRP¡ If not, identify each and every deviation from the requirements and the entire reason for each deviation. b. Is the Applicant proposing to construct a system which conforms to the model in this RFRP? If not, identify each and every difference from the model and the entire reason for each difference. 91 FORM XB. 1. 2. 3. DESCRIPTION STRUCTURE OF MANAGEMENT ORGANIZATIONAL AND Describe the proposed management structure, organizational structUre and operations for the Applicant (including an organizational chart). Emphasis should be given to the proposed method for translating local needs into corporate decisions throughout the franchise term. Include a description of the proposed relationship between local management and the head office or parent company, if applicable. Identify the supervisory personnel who will initially be responsible for maintaining the system and describe their technical qualifications. State whether the company will maintain the system itself or through a subcontractor. If the company, in whole or in part, will maintain the system, describe the minimum qualifications for each position involved in the maintenance of the system. If a subcontractor will maintain the system, in whole or in part, name the subcontractor, and describe its role and its qualifications. Describe the training for all categories of employees, contractors and subcontractors associated with the consttuction, operation or maintenance of the cable system. The answer should describe: (a) what training is given, and what materials are used for the training; (b) whether the training is certified by an independent body, and if so, by whom: and (c) how the Applicant assures its contractors and subcontractors are well-trained. Applicant should also provide a description of the jobs contractors and subcontractors are hired to perform, or are expected to perform during or as part of any constructionlrebuild of the system. 92 FORM XI. FRANCHISE TERM In the space below, the Applicant should: (1) state the franchise term it seeks: and (2) describe why it believes the proposed franchise term is appropriate, considering expected changes in cable technology. If the Applicant claims that the franchise term it proposes is required for financial reasons, it should describe in detail those financial reasons, and provide any documentation required (including, for example, financial projections and depreciation schedules) to substantiate that claim. If the Applicant has already provided the documentation in Form lll, it may reference that information. 93 FORM XII. MISCELLANEOUS INFORMATION FORM XILA. ANALYSIS AND STUDIES OF DEMAND FOR CABLE SERVICES The Applicant should attach copies of any analysis, evaluation or study of demand for cable service in the City, and any analysis, evaluation or study of demand for cable services elsewhere, which the Applicant believes is relevant to evaluating whether its proposal is reasonable to meet the future cable-related needs and interests of the community, taking into account the cost of meeting those needs and interests. 94 FORM XII.B. SURVEYS The Applicant should attach a copy of any survey of City residents, businesses or subscribers conducted within the last three years regarding cable services, facilities or equipment; or regarding subscriber willingness to pay for any cable service, facility or equipment (including access services, facilities or equipment). The Applicant should also attach any reports, analyses, stUdies or other documents regarding such a survey. 95 FORM XII.C IMPACT OF GRANTING FRANCHISE. 1. The Applicant should describe the impact on the public rights-of-way of building and operating its proposed system. 2. The Applicant should describe the impact on the public interest of constructing or rebuilding its cable system in the City. The Applicant should provide as much factUal information concerning the physical and economic capacity of the existing rights-of-way in the City as is available to it. 3. If not already provided, please provide a description of the proposed system as completely constructed, including an estimate of above-ground and below-ground plant mileage and its location, and information on the availability of space on poles, rights-of-way, easements and conduits, including, where appropriate, an estimate of the cost of any reartangement of facilities (those of Applicant or of others) necessary to accommodate the construction of the system. The application must show that system construction shall not require the installation of additional utility poles, except in areas where no poles are located and no underground utility facilities exist. 96 FORM XII.D. COMPLIANCE Has the Applicant been informed that it is out of compliance with any provision of an existing franchise with the City? - Yes _No If the answer is "yes," will the Applicant take steps to bring itself into compliance? - Yes _No If the answer is "yes,' describe those steps. 97 FORM XII.E RENEWAL PROCEDURES AND ADDITIONAL INFORMATION Please answer the following questions. 1. § 546(a)1 Is the Applicant seeking franchise renewal pursuant to the provisions of 47 U.S.e. Yes- No- 2. If the answer to the foregoing is 'yes" and the City should decide preliminarily to deny renewal, does the Applicant desire the City to commence administrative proceedings under 47 USe. § 546(c)(1)? Yes- No- Undecided- 3. If the Applicant answered "yes' to question #-1, please provide a copy of the notice that the Applicant filed with the City for the purpose of activating the formal procedures of 47 USe. § 546(a) - (g). If this notice was not given during the period that began thirty-six months and ended thirty months prior to the then' scheduled expiration of the franchise, the Applicant should explain why it believes it has properly activated the formal renewal procedures Please attach any additional information necessary to respond to the RFRP. END OF APPLICATION FORMS 98 "'. FUTURE CABLE-RELATED COMMUNITY NEEDS AND INTERESTS OF THE CITY OF DUBUQUE, IOWA AND PROPOSED REQUEST FOR RENEWAL PROPOSAL TO MCC lOW A, LLC STAFF REPORT BY CABLE FRANCHISE ADMINISTRATOR CITY OF DUBUQUE January 12,2005 TABLE OF CONTENTS Pal!:e EXECUTIVE SUMMARY ......................'..................................................................................... 1 PART 1: BACKGROUND AND BASIS OF THE STAFF REPORT.......................................... 4 1. THE CABLE SYSTEM SERVING THE CITY................................................................ 4 A. Background..................................................................................................................... 4 B. Development of Media com's Cable System................................................................... 4 C. The Next-Generation Cable Franchise............................................................................ 5 II. THE IMPORTANCE OF FRANCHISING........................................................................ 6 III. THE STATUS OF FRANCHISE RENEWAL IN DUBUQUE..................................... 9 A. The Renewal Process Under Federal Law...................................................................... 9 B. The City's Renewal Proceedings .................................................................................. 10 PART 2: FUTURE NEEDS AND INTERESTS OF THE CITY................................................ 12 I. HOW FUTURE NEEDS AND INTERESTS WERE IDENTIFIED ............................... 12 A. The Ascertainment Process........................................................................................... 12 B. Organization of This Report .........................................................................................12 II. SYSTEM DESIGN AND CAPABILITY ISSUES ............................... ..............14 A. Mediacom's Current Cable System .............................................................................. 14 B. Condition of Mediacom's Subscriber Network............................................................ 14 C. Needs and Interests: Basic System Characteristics and "Model" System ................... 16 1. Needs and Interests: Reliability ............................................................................... 16 2. Needs and Interests: Signal Quality......................................................................... 17 3. Needs and Interests: Safety...................................................................................... 17 4. Needs and Interests: Burden on Public Rights-of-Way........................................... 17 5. Needs and Interests: Capacity .................................................................................. 18 6. Needs and Interests: Flexibility and System Improvement .....................................18 7. Needs and Interests: .Interactivity............................................................................ 19 D. Requirements and Model System Design..................................................................... 20 1. Current Cable Technology ........................................................................................ 21 2. Characteristics of the Model.....................................................................................22 3. How the Model Meets the City's Needs and Interests.............................................. 23 III. OTHER GENERAL FACILITIES AND EQUIPMENT ISSUES ............................... 25 A. Needs and Interests: Interconnection ........................................................................... 25 B. Needs and Interests: Headend Design.......................................................................... 26 C. Needs and Interests: Compatibility of System with Subscriber Equipment................ 27 D. Needs and Interests: Equipment for Parental Control of Viewing .............................. 27 E. Needs and Interests: Emergency Alert System ............................................................28 F. Needs and Interests: Equipment Required To Provide Adequate Customer Service.. 29 G. Needs and Interests: Future Upgrades in the System.................................................. 30 H. Cable System Services..................................................................................................30 IV. SYSTEM CONSTRUCTION AND EXTENSION...................................................... 31 A. Needs and Interests: Time for Completion.................................................................. 31 B. Needs and Interests: Service to Residents and Businesses ......................................... 31 C. Needs and Interests: Construction Procedures and Standards .....................................32 D. Needs and Interests: Maintenance Procedures............................................................. 33 E. Needs and Interests: Geographical1nformation System.............................................. 33 V. SUPPORT FOR PUBLIC, EDUCATIONAL AND GOVERNMENT USE ...................34 A. Channel Capacity ......................:...................................................................................35 1. Background...............................................................................................................35 2. Needs and Interests: Public and Community Access Channels............................... 35 3. Needs and Interests: Educational Access Channels................................................. 36 4. Needs and Interests: Governmental Access Channels............................................. 36 5. Summary of Access Channels .................................................................................. 37 6. General Needs and Interests Regarding Access Channels........................................ 37 B. Equipment and Facilities Support for PEG Use ........................................................... 39 1. Background...............................................................................................................39 2. Needs and Interests: Upstream Feeds ......................................................................39 3. Needs and Interests: Cable Drops and Outlets......................................................... 40 4. Needs and Interests: Video-on-Demand .................................................................. 40 5. Needs and Interests: Generally................................................................................ 41 C. Institutional Network ....................................................................................................41 1. Background............................................................................................................... 41 2. Problems and Limitations of the Current I-Net ......................................... ...........42 3. Needs and Interests: I-Net Applications .................................................................. 42 4. Model I-Net Design...................................................................................................42 5. How the Model Meets the City's Needs and Interests.............................................. 46 D. Capital Grants ................................."............................................................................47 1. Needs and Interests: Public Access Capital Grants ................................................. 47 2. Needs and Interests: Educational Access Capital Grants ........................................ 47 3. Needs and Interests: Governmental Access Capital Grants..................................... 48 4. Needs and Interests: Capital Grants Generally........................................................ 48 5. Needs and Interests: PEG Equipment and Facilities Generally............................... 49 VI. OTHER FRANCHISE TERMS AND REGULATORY CONDITIONS ....................49 A. Term ...........................................................................................................................50 B. Franchise Fees and Other Benefits ............................................................................... 50 C. Scope of Grant ..............................................................................................................51 D. Transfers .......................................................................................................................52 E. City's Exercise of Police Powers and Modification of Applicable Rules and Ordinances ......................................................................................... .......52 F. Compliance with Applicable Laws............................................................................... 53 G. Severability ................................................................................................................... 53 H. Insurance Requirements and Indemnification .............................................................. 54 1. Liquidated Damages ..................................................................................................... 54 J. Penalties ........................................................................................................................54 K. Termination................................................................................................................... 54 L. Relationship of Remedies .............................................................................................55 M. Security Funds .............................................................................................................. 55 N. Abandonment................................................................................................................55 O. Conditions on Use of Public Rights-of-Way................................................................ 55 P. Customer Service Provisions ........................................................................................56 ii Q. Rate Regulation.............................................................................................................56 R. Reports and Records .....................................................................................................57 S. Non-Discrimination ..................,...................................................................................57 1. Other Matters ................................................................................................................ 57 PART 3: FINANCIAL ISSUES .................................................................................................. 58 1. Financial Qualifications .................................................................................................... 58 II. Competition....................................................................................................................... 58 PART 4: MEDIACOM'S PAST PERFORMANCE; CONCLUSION ................................... ... 60 iii EXECUTIVE SUMMARY The City Council ("Council") must determine whether to grant renewal of the cable television franchise held by MCt Iowa, LLC ("Mediacom"). Renewal Process. Under federallaw, the Council may deny renewal only after a specified administrative process and based on one or more of four criteria: . compliance with the material terms of the existing franchise and applicable law; quality of service; . financial, legal, and technical qualifications; and . whether Mediacom's proposal meets the City's future cable-related needs and interests, taking into account the cost of meeting those needs and interests. The City may not deny renewal based on other grounds, such as programming quality, program packaging or rates. In addition, while the City encourages competition in the multichannel video market, and is free to grant additional cable franchises at any time, the City must review Mediacom's renewal proposal on its own merits, based on the above criteria. The renewal may not be treated as a competitive bid process. At the same time, the Staff Report and Request for Renewal Proposal are designed in such a way as to facilitate competition in the City. Staffs analysis of the community's cable-related needs and interests takes into account the cost of meeting those needs and interests, to the extent possible based on the information available. The Request for Renewal Proposal asks Mediacom to provide financial data and further information on the costs of meeting the City's needs and interests. Mediacom may seek to show that the cost of addressing some needs and interests would be unreasonable. Thus, when Mediacom submits its proposal, the City will have an opportunity to consider Mediacom's showing and reach a conclusion regarding the costs. Subscriber Network. The subscriber network should at a minimum equal the performance of a hybrid fiber-coaxial architecture with 750 MHz bandwidth, with no more than 500 homes on the average, and no more than 700 homes in any case, served from any fiber node; two-way (bidirectional) activation; and protection against outages due to power failures in the distribution system. Support for Public, Educational, and Governmental (PEG) Use. As part of its compensation for use of the City's public rights-of-way, Mediacom must provide in-kind support for public, educational, and governmental uses of the system, over and above its franchise fees. Such capabilities reduce the City's communications costs, which would' otherwise fall on the City's taxpayers. In addition, they enhance citizens' ability to communicate with City government and each other. Thus, PEG support provides significant benefits to all City residents. A renewal franchise must provide a total of five channels for PEG use: two for public access, two for educational access (City schools and higher education institutions), and one for governmental access (administered by the City), as well as reasonable trigger mechanisms for at least one additional channel of each type (public, educational, and governmental) if existing access channels of that type are substantially fully utilized. In addition, Mediacom should provide adequate supporting facilities and/or funding for PEG access. The facilities needed include dedicated upstream feeds to bring PEG programming to the headend for distribution; cable drops and outlets at public access, educational, and governmental sites; and video-on-demand capability for PEG access use. Mediacom should provide effective and responsive maintenance and repair of these PEG channels and facilities. Institutional Network (I-Net). Mediacom must also upgrade the existing institutional network or "I-Net," which connects institutions serving the public and carries video, voice and data. The current I-Net is not sufficiently reliable or technically advanced to serve the City's needs and interests. These applications increase the efficiency and decrease the cost of local government operations, and enable access by citizens to City records through institutional sites. The model I-Net design requires a minimum of six single-mode fibers to each of the sites (plus the Mediacom headend) specified in the Appendix to the model franchise agreement which is attached to the draft RFRP. The I-Net should link the specified locations with a bidirectional fully fiber-optic network constructed with single-mode dark fiber, designed so that each of the locations can originate and receive video, data and voice signals. Mediacom should propose means for achieving redundancy on this system to as to minimize downtime due to line failure. The system should be as scalable and flexible as possible. The City expects that the I-Net would be built as cost-effectively as possible by using existing Mediacom resources and co-locating I-Net fiber with subscriber network fiber whenever possible. In order to maximize flexibility in planning the I-Net, maintain control of I-Net evolution, and take advantage of new technology as it emerges, the City seeks this support in the form of capital grants. Capital Grants. To allow effective use of PEG channels, Mediacom should provide funding for facilities and equipment. Mediacom should pay capital grants in the aggregate totaling 2.5% of gross revenues derived from the operation of the cable system (regarclless of the service involved). Other Franchise Terms and Regulatory Conditions. To ensure reasonable implementation of the franchise requirements, a new franchise agreement would be signed. Key provisions would include: If the term exceeds seven years, the City will require an annual updating fund - a capital funding commitment from Mediacom to improve the system - to maintain technological currency over the franchise term 2 . Franchise fees of five percent, currently the federal limit . Rights granted under the cable franchise restricted to use of the public rights-of-way for cable 'service, consistent with federal law . City authority to approve or deny transfers of ownership or control . Preservation of City's police powers and right to legislate . Insurance and indemnification requirements . Remedies including liquidated damages, penalties, and termination of the franchise, with funds available through a construction bond and letter of credit or security deposit, to ensure that the City can enforce Mediacom's obligations Appropriate conditions on Mediacom's use of the public rights-of-way . Customer service requirements to require high-quality service to subscribers . Reporting and open records provisions Recommendation. Upon acceptance of this Report by the Council, the City should issue the draft Request for Renewal Proposal, and require Mediacom to demonstrate that it meets all the conditions set forth in this Report and the Request, taking into account the cost of meeting the City's future cable-related needs and interests, before determining whether to grant a renewal franchise to Mediacom. 3 PART 1: BACKGROUND AND BASIS OF THE STAFF REPORT I. THE CABLE SYSTEM SERVING THE CITY A. Background The City of Dubuque, the seventh largest city in the state of Iowa, is an urban community of nearly 60,000 people The City is located on the Mississippi River in northeastern Iowa, bordering Illinois and Wisconsin. The City occupies approximately 25 square miles and is the major retail, medical, educational and employment center of a tri-state market. The community has a stable and diversified manufacturing base and a growing service sector. Tourism is growing markedly with the recent opening of the $200 million first phase of the America's River Project, which includes the National Mississippi River Museum and Aquarium. With regard to the reception of land-based over-the-air broadcast signals, Dubuque is a "terrain-captive" market, due to its geographic location and its lead-lined Mississippi River bluffs. As a result, Mediacom and its eight predecessors have enjoyed a phenomenal 88-92% penetration rate for basic cable service for nearly fifty years. Cable television forms part of the electronic infrastructure on which a modern community depends. The City recognized the potential of cable when it initially called for bids to construct cable systems in the City. The importance of a modern, fully- capable broadband network linking City residents and institutions is a major concern of the City in determining the terms and conditions under which the franchise granted to the City's current cable operator, MCC Iowa, LLC ("Mediacom"), may be renewed. B. Development of Mediacom's Cable System The current cable franchise was granted in 1981 to the incumbent cable operator, Teleprompter Corporation, as that company was acquired by Westinghouse (Group W Cable). The franchise was further transferred to TCI oflowa in 1987, to AT&T in 1998, and to Mediacom in 2001. In 1981-82, at the beginning of the current franchise, Group W Cable rebuilt its Dubuque infrastructure to a dual-cable coaxial system. The 300 MHz A-cable subscriber network was configured to pass by and serve all properties within the City limits, while a separate 400 MHz B-cable I-Net provided two-way signal transmission among government and educational facilities. The original plan was eventually to extend the B- cable into all properties to provide bandwidth for additional subscriber services. However, improving technology enabled the operator to use increased bandwidth on a single cable, and the B-cable remained a separate I-Net throughout the term of the franchise. 4 In 1994, in return for waiver of a franchise requirement, then-franchisee TCI of Iowa, Inc., upgraded the A-cable subscriber network to a 550 MHz hybrid fiber-coaxial system and reconfigured portions of the B-cable I-Net to reduce the number of amplifiers in any single cascade. In the sUl1Ímer of 2003, Mediacom upgraded the A-cable subscriber network to 750 MHz. The original term of the current franchise expired September 30, 2001. While engaged in renewal negotiations with Mediacom, the City granted a series of temporary extensions through December 31, 2004 to the franchise, a related hub site lease, and other related agreements. C. The Next-Generation Cable Franchise The City's needs and interests for its cable system over the next franchise term are discussed in detail below. The following points, however, are of note: . The City should be served by a modern cable system. The system should be able to satisfy existing cable-related needs and interests as well as those that are foreseeable in the near future. . The cable system serving the City should be designed so that it is economical to upgrade the system periodically, so that City residents can take advantage of improvements in technology. . Service should be available to all residents throughout the City. . City residents should receive prompt, efficient, and reliable service. Thus, any cable franchise should be subject to conditions that protect consumers. Cable systems should be interconnected with each other and with other communications systems so that video, data and voice can flow freely throughout the City and to and from surrounding jurisdictions. The City requires an integrated broadband network capable of supporting a variety of functions simultaneously and of working together with other systems of different kinds. . Facilities and equipment should be provided so that all members of the public, including groups and individuals who generally have not had access to electronic media, will have the "opportunity to become sources of information in the electronic marketplace of ideas." 1 . City PEG access users should be fully supported so that their work can be continued and expanded over the next franchise term. 1 H. Rep. No. 934, 98th Congo 2d Sess. at 30, reprinted in 1984 U.S.C.C.A.N. 4655,4667 (1984) ("1984 House Report"). 5 As capacity and system capabilities expand, public uses should be expanded as well. For example, as the system expands its video-on- demand offerings, Me.diacom should also provide the equipment and facilities that allow subscribers to obtain information on demand from public institutions, such as video instructions on voting or schedules of local events. The City single-cable coaxial I-Net should be upgraded. This brief list is by no means exclusive, and the full discussion below should be consulted for a complete discussion of the City's needs and interests. The above points, however, show that the City must ensure that Mediacom's system meets robust requirements for the next franchise term. The means by which the City must achieve this end is the franchising process. II. THE IMPORTANCE OF FRANCHISING Cable systems originally served merely to retransmit broadcast television signals. By the 1990s they had become, in the words of Congress, "a dominant nationwide video medium.,,2 Four years into the third millennium, with the emergence of cable as the dominant provider of high-speed access to the Internet, cable systems have become an indispensable gateway into the infonnation age3 This development is changing the way people live, work, and interact with each other by providing citizens access to vast quantities of information, services and entertainment in a variety of fonns. As a result, a local government has a compelling interest in ensuring that a cable system is adequately designed and constructed to help satisfy the community's cable-related needs and interests; that good service is provided at a fair price; that services are available to all; and that the flow of information is not monopolized by the company that owns the cable network. These interests are reflected in federal, state and locallaw4 These interests are particularly strong because, in order to operate, cable systems must occupy scarce and valuable public property - property that the public effectively pays to acquire and maintain. Mediacom's cable runs in streets and rights-of-way administered by the City, on property that belongs to the community. The City has a compelling interest in ensuring that Mediacom uses this public property in a way that benefits the entire community. This means, among other things, that the City must 2 H. Rep. No. 862, 102d Congo 2d Sess. at 52, reprinted in 1992 U.S.C.c.A.N. 1231,1232 (1992). 3 For example, see Residential Survey Markup, Attachment A to the CBG Report, p. - ("Survey Markup"). 4 For federal law, see, e.g., 47 U.S.c. §§ 544 (requiring facilities and equipment); 546(c)(1)(D) (satisfying community's cable-related needs and interests); 543 (ensuring reasonable rates); 541(a)(3) (anti-redlining); 531 (access channels). 6 ensure that the property is used in optimal ways, and that the public receives fair compensation - in the form of franchise fees and other conditions - for the use of its public property. The City, as a matter of public policy, encourages competition in the market for multichannel video services. But a fully competitive market has not yet developed. Despite the City's openness to new entrants, and the attempts of Congress to open up competitive markets, the City is still served by only one wireline cable system: Mediacom's. While direct broadcast satellite systems (DBS) have made inroads over the past seven years as alternate means by which some City residents receive multichannel video, these systems do not provide true competition to traditional wireline cable. Empirical studies confirm the City's direct experience: DBS "competition" alone does not significantly restrain cable rates or promote improved customer service (although it may lead to expanded channel offerings)5 Moreover, the position of DBS as a potential competitor is likely to worsen, not improve, as cable operators move to offer telephone service as well as high-speed Internet access - neither of which can readily be duplicated by satellite providers - as part of a bargain-priced bundle of services with multichannel video. For this reason, the City must be especially careful to ensure that the cable system continues to serve the public interest and that Mediacom does not use its market power in inappropriate ways. For example, the City has a particular interest in ensuring that Mediacom does not use its special access to the public rights-of-way to exercise control, whether overt or covert, over the information available to many members of the community. Such control would threaten the concerns that underlie the First Amendment. Thus, the City has, among other things, made provision for access by 5 See, e.g., United States General Accounting Office, Telecommunications: Wire- Based Competition Benefited Consumers in Selected Markets, Report to the Subcommittee on Antitrust, Competition Policy and Consumer Rights, Committee on the Judiciary, U.S. Senate, GAO 04-241 (February 2004); United States General Accounting Office, Telecommunications: Issues Related to Competition and Subscriber Rates in the Cable Television Industry, Report to the Chairman, Committee on Commerce, Science, and Transportation, U.S. Senate, GAO-04-8 (Oct. 24, 2003). United States General Accounting Office, Telecommunications: Data Gathering Weaknesses in FCC's Survey of Information on Factors Underlying Cable Rate Changes, Testimony Before the Committee on Commerce, Science and Transportation, U.S. Senate, GAO-03-742T (May 6, 2003). United States General Accounting Office, Telecommunications: Issues in Providing Cable and Satellite Television Services, Report to the Subcommittee on Antitrust, Competition, and Business and Consumer Rights, Committee on the Judiciary, u.S. Senate, GAO-03-130 (Oct. 15,2002); In the Matter of Annual Assessment of the Status of Competition in the Market for the Delivery of Video Programming, Tenth Annua/ Report, MB Docket No. 03-172, FCC 04-5, ~ II (Jan. 28, 2004); Testimony of Gene Kimmelman on behalf of Consumers Union and Consumer Federation of America before the Senate Committee on Commerce, Science and Transportation on Escalating Cable Rates: Causes and Solutions (March 25, 2004). 7 parties other than Mediacom to communicate over the cable system through public, educational, and governmental access arrangements. These arrangements help to bridge the "digital divide" between information "haves" and "have-nots," As the National Telecommunications and Information 'Administration (NTIA) noted as far back as 1993, "[b]ecause information means empowerment - and employment - government has a duty to ensure that all Americans have access to the resources and job creation potential of the Information Age",6 These and other interests are protected, in part, through the franchising process that is established by state and local law, acknowledged and qualified by federal law. For example, during renewal proceedings a community is permitted to establish basic requirements for system performance, and to require that operators provide facilities and equipment and set aside channels for public, educational and government use. Thus, the legislative history of the Cable Communications Policy Act of 1984,47 U.S.c. § 521 et seq. ("Cable Act"), explained: The ability of a local government entity to require particular cable facilities (and to enforce requirements in the franchise to provide those facilities) is essential if cable systems are to be tailored to the needs of each community and [the legislation] explicitly grants this power to the franchising authority7 Thus, the franchise renewal process is of great importance to the community8 The City is responsible for protecting the interests of cable subscribers and the general public through the franchising process by identifying future cable-related needs and interests, and translating those needs and interests into franchise requirements, taking into account the cost of meeting such needs and interests. 6 National Telecommunications and Information Administration, The National Information Infrastructure: Agenda for Action at 1 (September 1993) ("NTIA Information Infrastructure Report"). 7 1984 House Report at 26, 1984 U,S,C.C.A.N. at 4663. 8 Congress intended that: the franchise process take place at the local level where [local] officials have the best understanding of local communications needs and can require cable operators to tailor the cable system to meet those needs. 1984 House Report at 24,1984 US.C.C,A,N. at 4661. However, the Cable Act does not give local governments unlimited authority to impose conditions on cable operators, For example, it limits local authority to require an operator to carry a specific programming service. 8 III. THE STATUS OF FRANCHISE RENEWAL IN DUBUOUE A. The Renewal Process Under Federal Law The process for renewing franchises is controlled by federal and local law, The Cable Act establishes two ways for a local franchising authority to arrive at a renewal decision: the formal and the informal processes.9 Under the informal process, the City and Mediacom may agree on a renewal franchise at any time through informal negotiations. To do this, the City must first determine what the community needs from its cable system over the next franchise period. Under the formal process, on the other hand, the City conducts an ascertainment process to develop facts about the cable operator's past performance and the community's future cable-related needs and interests. Once the City completes the ascertainment process, it issues a request for renewal proposal to the company. When Mediacom submits its proposal for renewal, the City has four months to decide whether to agree to that proposal or to issue a preliminary denial of renewal. If the City issues a preliminary denial, it must begin a formal administrative proceeding to consider whether the franchise should be renewed. At the end of the administrative proceeding, the City issues a written decision granting or denying the renewal proposal, based on the record and stating its reasons, Mediacom may appeal the City's decision in state or federal court. Under the formal process, if the Council were to deny renewal, that denial must be based on one or more of four criteria, Two of these are historical, focused on past performance. The other two are forward-looking, focused on future needs, The four criteria are: . Compliance: whether Mediacom has substantially complied with the material terms of the existing franchise and applicable law, . Quality of Service: Mediacom's past performance on such factors as signal quality, response to consumer complaints, and billing practices (but not the particular mix or quality of programming or the rates charged), . Financial, Legal, and Technical Qualifications: the necessary ability in each of these areas to do what Mediacom offers in its proposal. . Community Needs and Interests: whether Mediacom's proposal meets the City's future cable-related needs and interests, taking into account the cost of meeting those needs and interests.lo 9 See 47 U,S.C, § 546. 10 See 47 U.S,C. § 546(c)(1)(A)-(D). 9 These criteria do not include considerations such as programming selection or rate levels. In fact, federal law limits the authority of local communities to regulate rates and cable services. II Thus, a community may not deny renewal under the formal Cable Act process on those grounds. . These conditions control whether the Council can grant or deny renewal to Mediacom, That decision is independent of whether another company might offer a better agreement. Thus, while the City is free to invite other cable companies to compete at any time, under the federallaw, its decision of Mediacom's renewal is separate from any decision to grant a different company another franchise. B. The City's Renewal Proceedings Mediacom has asked the City to renew its franchise.12 The City must consider whether to renew that franchise, and if so, on what tenns. As noted above, in order to obtain renewal of its franchise, Mediacom must among other things make a proposal that is reasonable to meet the future cable-related community needs and interests, taking into account the cost of meeting such needs and interests, 13 For this reason, the City has conducted a process of needs ascertainment to identify those cable-related needs and interests, as detailed in Section I of Part 2 below, The City has also reviewed its records regarding Mediacom's compliance with the terms of its franchise and with applicable law, regulations, and standards. In the discussion below, past compliance issues are addressed primarily in connection with the City's needs and interests, to indicate where specific problems bear on the requirements set forth for the next franchise period, These requirements and model for the next franchise term draw upon the City's experience over almost fifty years as a cable franchising authority. Over the past two years the City has also engaged in extensive discussions with Mediacom on key issues regarding a renewal franchise, pursuant to the informal process under the Cable Act. Those discussions have been taken into account in formulating the recommendations in this Report. The City cable franchise term originally ran from 1981 until 2001. The original term of the current franchise expired September 30, 2001. While engaged in renewal negotiations with Mediacom, the City granted a series of temporary extensions to the franchise, a related hub site lease, and other side agreements through December 31, 2004. City staff began meeting with Mediacom representatives in early 2003 to discuss II See 47 U.S,C. § 544(a)-(b) (services); 47 U,S,c. § 543 (rates), 12 See letter from Kathleen McMullen dated October 29, 1998. 13 See 47 U.S.C. §§ 521(2), 546(c)(1)(D). 10 renewal. In a series of meetings with Mediacom's staff and attorneys, the City presented its needs and interests, described the sorts of franchise provisions it would look to see in a renewal franchise, and repeatedly evinced a willingness to be flexible and to consider novel and creative solutions to renewal issues. Initially, the company did not respond constructively to the challenge of meeting the City's needs and interests, Once the City authorized development of an RFRP on February 16, 2004, the parties did make significant progress toward reaching a new agreement. However, as of the end of November, 2004, even an agreement in principle had not been reached on all of the key issues that were central to a new franchise agreement. Under these circumstances, it appears to be necessary for the City to take the step of issuing a formal RFRP. This Report recommends that the City issue a Request for Renewal Proposal in substantially the form of the attached draft RFRP. If the Council accepts this Report and issues the RFRP as recommended, the RFRP will require Mediacom to submit a proposal in response to the RFRP within sixty days from the time the RFRP is issued, (For simplicity's sake, the discussion of specific issues below assumes that the Council chooses to authorize the issuance of the RFRP in the recommended form, and hence refers to the recommended provisions as if actually so issued.) Because Mediacom has examined many renewal issues in detail in the course of its discussions with the City, the company has already carried out much of the preliminary work necessary to respond to the RFRP. A sixty-day response period should thus allow Mediacom sufficient time to respond, while preventing unnecessary delay, Staff also recommends, however, that the Council authorize staff to extend that deadline an additional thirty days if such extension would be in the best interest of the City. Once Mediacom submits its proposal in response to the RFRP, federal law requires that the City provide prompt public notice of such proposal and, during the four- month period which begins on the date of submission of the proposal, either renew the franchise or issue a preliminary assessment that the franchise should not be renewed. If the Council concludes on the basis of Mediacom's proposal that the franchise should not be renewed, the City shall, at Mediacom's request or on its own initiative, commence an administrative proceeding as described above. Under federal law, Mediacom is free to continue informal discussions with the City after the issuance of the RFRP, and the Council may, after affording the public adequate notice and opportunity for comment, grant or deny an informal proposal from Mediacom at any time. 14 14 See 47 U,S,c. § 546(h), 11 PART 2: FUTURE NEEDS AND INTERESTS OF THE CITY I. HOW FUTURE NEEDS AND INTERESTS WERE IDENTIFIED A. The Ascertainment Process In support of its renewal efforts, the City retained CBG Communications, Inc. ("CBG"), to conduct an ascertainment study to identifY public, educational, and governmental access needs,I5 Thomas G, Robinson, Executive Vice President of CBG, directed this review. The City also retained Miller & Van Eaton, P.LLC" to provide legal services to support the development of the RFRP. In conjunction with CBG and Constance Book, PhD, the City provided four opportunities in January-April of 2002 to gather information from residents regarding their cable television experience, These included: a randomly mailed written survey (1361 surveys returned), a dedicated address for e-mail response (received 62 e-mails), a dedicated phone line where residents could leave a recorded message (received 116 phone calls), and a public hearing. The City has also referred to the experience of other communities in cable franchising where appropriate, Any given city will necessarily have some needs and interests in common with other communities, while some will be unique and specific to that city. Thus, where Dubuque's situation parallels that of other communities, staff has drawn upon the experience of others to help formulate and describe the needs and interests of the City of Dubuque and the ways in which those needs and interests might be met. On the other hand, where Dubuque's needs and interests are specific to the City, staff has sought to state them as clearly as possible as well as to ensure that the contents of the RFRP conform to the limitations established by federal law, Based on this work, staff has developed a summary of the future cable-related needs and interests of the City, Those needs and interests are briefly set forth in this report, and staff recommends that the RFRP issued to Mediacom require the company to meet those needs and interests. B. Organization of This Report The discussion of future needs and interests is divided into five sections (sections II-VI below), Section II discusses the general system design - the basic characteristics of the cable system, including reliability, quality, and functional capabilities. Section III addresses particular issues regarding facilities and equipment, such as interconnection with other systems; headend design; equipment that permits parental control of viewing; equipment required to provide emergency alert services; equipment and facilities required to ensure that services are accessible to the hearing-impaired; equipment and facilities IS The results of this effort are described in the CRG Report. 12 required to ensure adequate customer service is provided; and issues regarding future system design upgrades. Construction-related issues are addressed in Section IV. Section V discusses needs and'interests for public, educational and governmental channels, services, facilities and equipment, in addition to the network requirements discussed in the first section. Finally, Section VI discusses some of the provisions to be included in the Franchise Agreement. The Cable Act specifies what requirements the City may establish in a request for proposals.16 The requirements stated in the draft RFRP are confined to those specified in the federal law. According to the Cable Act, however, the City may deny renewal to Mediacom based on the four criteria described above, including whether the 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,I7 Thus, this Report and the supporting documents described above may refer to cable-related needs and interests for which specific requirements are not established in the draft RFRP, Where the City requires that Mediacom meet specified needs and interests, but does not require specific means of doing so, the RFRP may present a "model" approach that illustrates how those needs and interests may be met without limiting the ways in which Mediacom may address the matter. This approach has the advantage of providing concrete details to which Mediacom may refer to understand clearly the City's needs and interests, without unduly restricting the development of creative solutions,ls The source documents described above also include additional information regarding other matters, such as telecommunications services. Under federal law, as discussed in Section VI.C below, a cable franchise agreement does not normally deal with the provision of telecommunications services to the public (as distinct from any such services that may be involved in an institutional network), Thus, this Report and the draft RFRP do not address such other matters, The information is retained in the source documents because it may nonetheless be important with regard to the City's telecommunications planning aside ITom the cable renewal process. Only the City's cable-related needs and interests, however, are reflected in the RFRP, 16 See, e.g., 47 U.S,C. § 544(b)(1) (franchising authority may in its request for proposals establish requirements for facilities and equipment, but may not generally establish requirements for video programming or other information services). 17 See discussion on page 9 above, IS See Section H.C below. 13 II. SYSTEM DESIGN AND CAPABILITY ISSUES Under the Cable Act, as àmended, franchising authorities may establish requirements for "facilities and equipment. " 19 In particular: Facility and equipment requirements may include requirements which relate to channel capacity; system configuration and capacity, including institutional and subscriber networks; headends and hubs; two- way capability; addressability; trunk and feeder cable; and any other facility or equipment requirement, which is related to the establishment and operation of a cable system, including microwave facilities, antennae, satellite earth stations, uplinks, studios and production facilities, vans and cameras for PEG use?O Thus, for example, a franchising authority may not only determine requirements for the facilities and equipment used in the subscriber network, but may also require that a cable operator provide an institutional network, as further discussed below,21 This Section II describes Mediacom's current cable system; summarizes the City's needs and interests with respect to that cable system; and summarizes staff's conclusions regarding the type of network that could satisfy those needs and interests, A. Mediacom's Current Cable System Mediacom's Dubuque system, which is a Hybrid Fiber Coaxial (HFC) system, operates in the forward direction from 50-750 MHz. Mediacom provides a variety of different services, including analog basic services (such as off-air broadcast stations, satellite services, premium services, PEG channels); FM radio and audio services; standard digital and digital premium services; digital pay-per-view channels; upstream and downstream cable modem communications; and digital music channels, B. Condition of Mediacom's Subscriber Network CBG's initial technical review of the system noted a variety of concerns regarding system performance data provided by Mediacom, focusing on compliance with FCC 1947 U.S.c. § 544(b)(1). 20 1984 House Report at 68, reprinted in U.S,C,C,A,N. at 4705. 21 47 U,S.c. § 541(b)(3)(D). Cf Implementation of Section 302 of the Telecommunications Act of 1996: Open Video Systems, CS Docket No. 96-46, Third Report and Order and Second Order on Reconsideration, 11 FCC Rcd 20227, ~ 146 (Aug. 8, 1996) (FCC acknowledges that "a local franchising authority may require a cable operator to provide institutional networks as a condition of the initial grant, renewal or transfer of a franchise"). 14 standards, testing requirements and other specifications. CBG noted several deficiencies that had been observed in the FCC Proof-of-Performance test results submitted by Mediacom concerning its compliance with FCC standards, For example, Mediacom's August 2001 tests indicated some faifures related to the visual signal level requirement. The Winter 2002 Proofs provided by Mediacom appeared to resolve these concerns, but at the same time a new issue arose: the in-band (or in-channel) frequency response summation information indicated that the results with a converter failed the performance requirement. According to FCC rules, as of December 30, 1999, all in-channel tests should be performed utilizing a converter. CBG noted, however, that the in-channel response measurements listed in the detailed information for each of the three test points appeared to have been performed without a converter22 CBG also noted potential compliance problems in relation to the number of test points located in the City, According to FCC rules, while the number of system test points can be developed based on subscriber population counts for the entire system served by a single headend, there should be, regardless, at least one test point per hub or local headend service area. CBG noted that the three test points given for the City of Dubuque were provided for each of the hubs listed, but not for the headend, which appears to be the local service point for a number of subscribers on the western side of the City.23 A more general issue noted by subscribers in their responses to the residential needs assessment survey was that of problematic signal quality on the broadcast channels received and distributed by Mediacom. Because of the geographical location, residents in Dubuque are largely unable to adequately receive broadcast signals from the closest network affiliates, This fact helps drive such a high penetration for Mediacom's cable services. However, the same geographical factors make it difficult for a cable operator to receive high-quality broadcast signals over the air in Dubuque. Thus, the condition of imported broadcast signals has been a long-standing problem in the City. At the time of CBG's initial study, Mediacom appeared to receive most of these signals off-air with its local tower facilities. Since that time, however, Mediacom has taken steps to bring in several of these signals by direct fiber connection, either from the broadcast station itself or from an over-the-air reception site near the station, with 22 In its August 12, 2002 response to the City's June 6, 2002 letter noting this issue, Mediacom's engineering staff provided an explanation as to why it did not use an actual converter to perform the test and indicated that it believed that its methodology was consistent with good engineering practices, However, industry standard practice employed by cable operators in numerous cable systems, as well as that specifically required by the FCC, requires that a converter be utilized for the test. 23 Mediacom indicated that, while it tests at this point as part of its overall Proof for its system serving the City of Dubuque and the surrounding area, it did not believe that it had to maintain a test site in each hub area if it did not use any microwave transmission devices for operation of its cable system. 15 noticeable improvement in the quality of reception, Staff understands that Mediacom intends to convert all its broadcast signals to fiber transmission within approximately the next eighteen months. If so, this vyould probably solve the broadcast signal quality problem. c. Needs and Interests: System Basic System Characteristics and "Model" The staff's review of the City's future cable-related needs and interests shows that the City requires a cable system with the general characteristics outlined in this section24 Any renewal proposal must ensure that the cable system maintains these characteristics over the life of the franchise, A proposal would fail to meet the City's future cable- related needs and interests if it did not ensure that the system would have the specified characteristics, In many cases, as noted above, the characteristics outlined in this section may be effectively defined by reference to a "model" cable system. For example, the City requires a level of reliability comparable to that of a hybrid fiber-coaxial ("HFC") system with certain characteristics, as described below, Thus, if Mediacom proposes to provide the model system, other things being equal, Mediacom's proposal should satisfy the requirement in question. On the other hand, Mediacom does not have to propose the model system in order to qualify for renewal. However, if Mediacom does not propose the model system, Mediacom must show that the system it does propose satisfies the needs and interests at least as well as would the model system. Mediacom's proposal must thus be reasonable to meet the following future cable-related community needs and interests, taking into account the cost of meeting such needs and interests. 1. Needs and Interests: Reliability The City's needs and interests include the facilities and equipment needed to maintain a level of reliability at least on a par with that of the system now in place, Reliability is an important factor in service quality for the subscriber, even for traditional entertainment services.25 But it is becoming still more important as subscribers increasingly come to depend on the cable system for continuing, up-to-the-minute information, whether through news reports, weather information, emergency alerts, or Internet access. Reliability is necessary in a different sense for public, educational, and governmental ("PEG") access users, who cannot disseminate their PEG programming if the system does not function. Finally, if governmental entities and/or businesses are to make effective use of the system for advanced applications, it must be highly reliable, 24 As will be shown below, the same basic characteristics apply to the I-Net as well as to the subscriber network, See Section V,C,3 below. 25 Cf 47 U,S,C. § 546(c)(1)(B) ("quality of the operator's service" may be taken into account in denying renewal). 16 Thus, Mediacom's system must continue to meet the City's need and interest in reliability, 2. Needs and Interests: Siena' Quality The City's needs and interests include the facilities and equipment necessary to provide signals of an acceptable quality. The need for good signal quality has become still more crucial as cable systems have come to offer interactive services, due to the need for a clean return path as well as a clean downstream signal26 Digital video also requires close attention to signal quality, since below a certain threshold a digital signal will fail completely, while a conventional analog signal might still be viewable even as it continues to degrade. Thus, Mediacom must maintain the necessary signal quality, 3. Needs and Interests: Safety The City's needs and interests include the correction and prevention of safety problems in Mediacom's facilities and equipment. The system has not generally been characterized by an excessive number of plant violations?7 However, safety violations must be corrected, regardless of their frequency. Any renewal franchise must incorporate provisions that facilitate addressing such matters promptly in the future. 4. Needs and Interests: Burden on Public Riehts-of-Wav The City's needs and interests include a system design that minimizes the burden of construction, installation, and repair on the City's public rights-of-way. Each intrusion into the rights-of-way imposes burdens on the City and its citizens. One major burden is the cost of repaving roads and restoring landscaping. While Mediacom should of course be required to bear the immediate costs of repaving and restoration, each such repaving also significantly decreases the useful life of a street.28 In addition, the City incurs the administrative costs of inspecting and coordinating such construction work, Moreover, City residents and other persons passing through the City must suffer the less tangible, but real, costs of traffic disruption and delays during construction, Thus, the City has needs and interests in minimizing and coordinating such work, so that intrusions into the public rights-of-way need not be repeated unnecessarily. 26 See CRG Report at p.l04, 27 See ("CRG Technical Report") at_. 28 See, e.g., studies cited in Frederick E. Ellrod III and Nicholas P. Miller, Property Rights, Federalism, and the Public Rights-of Way, 26 Seattle U. L. Rev. 475, 492-93 (2003) ("Ellrod & Miller"). 17 The installation of conduit whenever streets are opened also reduces right-of-way burdens. Once conduit has been installed, it is much more likely that future installations or repairs of cable plant or of other systems can be accomplished without further street cuts. Thus, the City has adopted a policy of laying conduit whenever streets are opened, and will seek to coordinate with Mediacom to ensure that as far as possible any underground work can be completed by both parties at the same time. The City should require coordination of trenching to maximize the extent to which conduit can be installed without additional disruption. Mediacom must propose a system that minimizes burdens on the public rights-of- way, and in particular minimizes the need for repeated intrusions into the rights-of-way, as far as possible, 5. Needs and Interests: Capacity The City's needs and interests include facilities and equipment that provide a carrying capacity at least comparable to that of other modern systems. As discussed below, the 750 MHz bandwidth now available on the system is less than that of recently built or rebuilt systems, which typically have a capacity of 860 MHz, The capacity available on a cable system limits the number and type of services that can be offered, particularly for interactive and digital uses. Mediacom has asserted, however, that 750 MHz is sufficient for all applications it currently offers on the system. Mediacom's proposal should indicate whether and (if applicable) why Mediacom's current 750 MHz capacity is sufficient to meet the City's needs and interests, and for how long Mediacom expects that to be the case. 6. Needs and Interests: Flexibility and System Improvement The City's needs and interests include facilities and equipment with the maximum flexibility to accommodate future services and capabilities. Mediacom must ensure that its proposed system is able to adapt as flexibly as possible to future needs and interests over the next franchise term. In particular, and without limitation, given the pace of progress in communications systems, the franchise agreement must have an enforceable mechanism to ensure that the system is kept up to date if the franchise term is over seven years. The preferred mechanism for this purpose, which has worked well in the past, is the "updating fund" - a capital funding commitment from Mediacom to improve the system on an annual basis, rather than allowing the system to fall behind the technological curve and then having to scramble to catch Up29 The 1981 franchise agreement set the annual capital investment to update system technology at $200,000. In 29 See current franchise agreement at § 6.15. 18 2004 dollars, that investment would amount to more than twice that dollar amount, or about $415,400.30 Staff thus recommends an updating fund of$400,000 per year. The City's experience in the current franchise renewal is also instructive with respect to the period covered by this fund, The 1981 agreement provided for the updating fund during only the middle ten years of a twenty-year 1Tanchise. Both ends of that limitation, however, now appear problematic. During renewal negotiations, Mediacom upgraded its system from a bandwidth of 550 MHz to the current 750 MHz, which represents a significant improvement but is less than the capacity that would be offered by a newly-constructed contemporary system, which would typically be built to carry 860 MHz, Thus, to some degree a new franchise would start out already behind the curve of technological improvement. Moreover, Mediacom's slowness in responding to the City's renewal initiatives, and the resulting length of negotiations, has shown that under the current federal law a franchise renewal may take much longer than anticipated and may force the City to continue well beyond the original 1Tanchise term before a final acceptance or denial of renewal can be achieved. Thus, there is considerable danger that at the far end of a franchise term, a system could fall behind the state of the art. Accordingly, staff recommends that an updating fund for a future franchise term cover every year, until a new franchise is agreed to or renewal is denied. It should be noted that such an updating fund is not a payment by Mediacom to the City - it is not money given up by Mediacom. Rather, it is an investment by Mediacom in its own facilities, resulting in increased asset value and probably in enhanced revenues to the company as it becomes able to offer new and improved services. The updating fund represents money that a responsible cable operator would in any case be devoting to capital improvements, and thus merely provides a way for the City to ensure that Mediacom does in fact act as a responsible operator. lt is quite possible that there will never be a year in which the updating fund would require Mediacom to make any investments it would not have chosen to make on its own initiative. Nevertheless, in case the company should at some future date fail to take these steps, the updating fund provides a way of making sure the system serving the City does not fall into obsolescence. 7. Needs and Interests: Interactivitv The City's needs and interests include facilities and equipment that make the cable system fully interactive, Today's cable system applications, such as high-speed Internet access, require such two-way functionality, Future interactive applications will also need this functionality, In particular, PEG providers in the City have future needs and interests in providing interactive PEG applications, Distance learning, for example, could be extended to the home, and PEG programming generally could be enriched by allowing subscriber interaction while a program is in progress. Thus, future PEG interactive applications could embrace both video-on-demand and information retrieval. Thus, to ensure that the system is capable of providing services to meet future needs and interests, 30 See, e.g., the inflation calculator at wwwaier.org/coicalc.htmi. 19 it is essential that the system continue to provide clean and effective transmission in both directions. One aspect of this two-way furíctionality is the need to ensure sufficient upstream bandwidth. An HFC system is normally segmented into optical transfer nodes, to provide (among other things) sufficient upstream noise reduction and bandwidth for interactive services.31 Since noise in the upstream direction is due to all amplifiers feeding into the node, such segmentation is normally required to reduce the total amount of noise. This increases the upstream bandwidth available to each subscriber without requiring additional bandwidth on the system as a whole, because the same frequency bands may be reused from node to node. In effect, the upstream bandwidth becomes a function of the total bandwidth assigned to upstream transmission on the system, divided by the number of subscribers per node, In the context of current service offerings, this upstream capacity is crucial for effective Internet usage.32 But whether or not this particular service continues to be offered over the life of the franchise, it is clear that interactive use will require similar functionality, D. Requirements and Model System Design Based on the above needs and interests, the attached draft RFRP identifies (1) requirements for facilities and equipment that are necessary in order to make Mediacom's system perform satisfactorily, and (2) a model showing how a proposal could embody further features that would meet the City's future cable-related needs and interests, taking into account the cost of meeting such needs and interests. 31 See CBG Report at 134-135. 32 The FCC has ruled that Internet service over a cable system is neither a cable service nor a telecommunications service, but an information service. See Declaratory Ruling and Notice of Proposed Rulemaking, Inquiry Concerning High-Speed Access to the Internet Over Cable and Other Facilities, 17 FCC Rcd, 4798 (2002) ("FCC Declaratory Ruling"), This ruling is currently under review, Declaratory Ruling and Notice of Proposed Rulemaking, Inquiry Concerning High-Speed Access to the Internet Over Cable and Other Facilities, 17 FCC Red. 4798 (released March 15,2002), aJJ'd in part, vacated in part Brand X Internet Services v. FCC, 345 F.3d 1120 (9th Cir. Oct 06, 2003) (NO, 02-70518,02-70686,02-72251,02-70684,02-70879, 02-70685, 02-71425), rehearing and suggestion for rehearing en bane denied (Aug 31, 2004), , National Cable & Telecommunications Ass'n v. Brand X Internet Services, 125 S.Ct. 654 (2004) (NO. 04-277) and cert. granted FCC v. Brand X Internet Services, 125 S,Ct. 655 (2004) (NO. 04-281) and cert. denied, National League of Cities v. FCc., ~ S.Ct.~, 2004 WL 2245551 (Dec 06, 2004) (NO, 04-460). It is thus uncertain at this time to which regulatory classification Internet access should be assigned, To ensure that the RFRP is consistent with federal law, staff recommends that the RFRP not require provision to subscribers of any specific Internet-related service, 20 In addition to meeting the requirements listed in the RFRP, Mediacom must provide facilities and equipment meeting the needs and interests outlined above. The following model shows how this migh~ be done. There is more than one way to meet those needs and interests. The following model system, if proposed by Mediacom, illustrates a way of doing so, other things being equaL)) Mediacom may wish to propose a different way of meeting the City's needs and interests, If so, however, it is up to Mediacom to show that its proposed system would meet those needs and interests at least as well as would the model. The model thus provides a benchmark or reference point against which Mediacom's proposal may be tested. 1. Current Cable Technolol!V The dominant feature of cable systems today is the use of fiber-optic cable for the main distribution network, Fiber transmits signals using coherent light, rather than electricity. It requires less amplification and is subject to less interference (noise) than are copper cables that depend on electrical transmission, such as traditional coaxial cable or twisted-pair telephone lines, Thus, in most wireline applications, fiber has significant advantages over copper. For a number of years, the incremental cost of laying fiber has been at least competitive with that of laying coaxial cable. The primary cost difference comes at the point where the fiber ends, because the equipment necessary to convert optical signals back to electrical signals for use by televisions, telephones, and computers is not required by coaxial cable. Thus, a "fiber-to-the-home" ("FTTH") design would be more costly than a coaxial system, because conversion equipment would be needed at every home. However, that cost is constantly decreasing, to such a degree that V erizon, for example, is now proposing to install FTTH plant throughout its telephone service areas,)4 At the same time, a full FTTH installation would require significant disruption of public and private property, as every line and drop must be replaced. In the meantime, HFC architecture provides a compromise. HFC uses fiber for the main trunk lines, but traditional coaxial cable for the last leg of transmission to the home. Cable systems being built today use fiber trunk lines to carry signals into neighborhoods, to a point called a )) "Other things being equal" means that Mediacom would not add to a proposal conforming to the model below other features that would render it unworkable or cause it to fail to meet the City's needs and interests. For example, it would not suffice if Mediacom proposed to keep the system up to date throughout the franchise term, but required the City government to provide funding for such upgrades, The City should reserve the right to evaluate any proposal as a whole, and not merely on whether it tracks the proposed model. )4 News Release, Verizon Deploying Fiber Optics to Homes and Businesses in 6 More States in Northeast and Mid-Atlantic, date October 21, 2004 available at http://newscenter.verizon.comlproactive/newsroomlrelease. vtml ?id =87633. 21 "node." At the node, signals are converted from light to electricity and routed onto coaxial cable, from which individual locations are served. As long as the distance the coaxial cable must carry the signal \s limited (so that the system does not use many amplifiers), a single-cable HFC system can deliver high-quality, high-speed signals to the home, and provide enough two-way capacity to send video and data from the home to various locations on the cable system. At the same time, its capacity is far less than that ofFTTH. For larger institutions, on the other hand, it makes sense to bring fiber all the way to the individual site at once. The high volume of information traveling to and from such a location makes it cost-effective to avoid the bottleneck of coaxial cable altogether by connecting the building directly to the node via fiber. This factor bears on the design of the I-Net, as discussed below. 2. Characteristics of the Model The attached draft RFRP sets out characteristics of the model in detail. The following list highlights certain key features of the model. Use of fiber-optic cable at least to the feeder, so that (assuming a single cable is used) no more than 500 homes on the average, and no more than 700 homes in any case, are served from any fiber node. Such "segmentation" into local nodes is often referred to as "fiber-to-the- neighborhood." A node size of approximately 500 homes should make it possible to reduce the number of amplifiers in cascade to no more than four. To the extent that node size can be reduced to 200 homes per node, it may be possible to dispense with amplifiers altogether35 Even if the system is not designed for nodes of fewer than 200 homes to begin with, it must be designed in such a way that it could later be converted to nodes of that size if necessary, to avoid having to relay cable, Thus, node service areas must be configured, and enough fibers brought to each node, so that each 500-home node could be converted readily to a 150- or 200-home node.J6 Such an architecture may be viable until it is practicable to take the step to FTTH. If Mediacom's proposal does not propose the model architecture, Mediacom must show that such an alternative provides at least equivalent capabilities to those of the model system, . No more than five active components, including the node, in any single cascade from the headend.J7 35 See generally CBG Report at pp. xx, 134-136. 36 CBG Report at pp, 134-135. 37 See CBG Report at pp. 127-128, 22 . Use of active components rated for at least 750 MHz, and passive components rated for at least 1 GHz so that the system can later be upgraded by merely switching out the active components, without relaying the cable3& . Two-way (bidirectional) activation. The model system provides a clean return path with a current minimum average of approximately 512 Kbps upstream39 for selection or use of cable services. A clean path for upstream video must meet FCC technical standards for downstream video; a clear path for data requires a carrier-to-noise and carrier-to-interference each in excess of28 dB.4o . Protection against outages due to power failures of up to four hours' duration occurring anywhere in the distribution system. Backup power supplies are to be located at each node and amplifier and at the headend4] 3. How the Model Meets the City's Needs and Interests The model cable system meets the City's needs and interests, as specified above, in the following ways. Reliability: The fiber architecture is more reliable than that of coaxial cable. The electrical signals in a traditional coaxial cable system lose strength as they travel through the cable and must be amplified frequently, Every amplifier represents a possible point of failure, cutting off service to all subscribers "downstream" from the amplifier. The light traveling through a fiber-optic line, by contrast, loses strength far less quickly and hence requires far less amplification. Thus, a system using fiber at the levels described in the model - sufficient to eliminate most of the amplifiers along any given route between the headend and the home - would be highly reliable42 Signal quality: A fiber-based system delivers a much higher-quality signal than copper - better pictures, clearer sound, and less error-prone data. This is because each amplifier in the coaxial cable tends to add noise and distortion, and also because the signal in coaxial cable is subject to electrical "noise" and static from outside sources, such as electric appliances, while fiber is not43 Minimizing the number of active 3& See CBG Technical Report at -' 39 CBG Technical Report at_, 40 CBG Technical Report at_. 4] CBG Report at p. 128 (indicating Mediacom currently provides this), 42 CBG Report at pp. 91, 134. 43 CBG Technical Report at_. 23 components (such as amplifiers) in cascade, and maintaining and replacing plant where needed, will minimize outside electronic interference (ingress) to ensure the best possible signal quality. This signal quality is important for traditional entertainment video, It is still more important for data transmission, where small transmission ertors have more serious consequences. A bit error that changes one pixel in a frame in a TV transmission will be barely noticeable; but one that changing a single number in a spreadsheet may be fatal. Safety: The model is compatible with sound maintenance procedures. It minimizes the cost of maintenance to Mediacom, and thus the incentive to cut corners, by reducing the number of active components and hence the overall maintenance needed. Burden on the rights-of-way: Fewer active components means less need to enter or disturb the rights-of-way to conduct repairs or maintenance. The model also encourages installation of conduit whenever streets are opened, offering the prospect of a gradual decrease in the need for construction that would disturb the road surface. Thus, a system similar to the model will also reduce burdens on the rights-of-way, as compared with a less fiber-rich system. Capacity: The model maximizes the information-carrying capacity of the cable system by segmenting the system into neighborhood nodes. This permits the same frequencies to be reused in different nodes, in much the way cellular telephone frequencies are reused in different cells: each node can assign the same range of frequencies to a slightly different set of programming sources, Thus, an HFC system is well suited to "narrowcasting" of programming to particular interest groups or other groups ofsubscribers.44 Flexibility and System Improvement: The highly versatile fiber backbone, with a capacity effectively limited only by the type of electronics used at the ends of each fiber, should ensure that the cable system can carry a wide range of services with almost unlimited capacity, and is thus likely to be well positioned to support new services and functions (with, of course, concomitant new potential revenue streams for the cable operator), Interactivity: By minimizing amplifier noise and segmenting the return path, the model system makes available sufficient upstream capacity to meet the City's need for a system that can support interactive cable services. 44 See CBG Technical Report at_. 24 III. OTHER GENERAL FACILITIES AND EOUIPMENT ISSUES A. Needs and Interests: ,Interconnection The City's needs and interests include facilities and equipment that provide the ability to interconnect, upon request, with other nearby systems, Cable systems are no longer isolated enclaves. Rather, they enable subscribers and other users to gain immediate access to information from both within and outside the franchise area. Satellite feeds and national networks formed the initial links between the cable system and the world at large. With the advent of cable modem Internet access, connectivity has become a crucial selling point for cable operators, Interconnection requirements represent a particular application of this connectivity. The City must be able to ensure that unique information and programming can be exchanged among local systems, both inside and outside the City,4 At present, staff has identified three key areas in which interconnection is important:46 . Exchange of PEG programming of regional interest among local systems. . Exchange and relay of emergency alert messages. Such alerts may need to reach City workers, students, and emergency personnel who live outside the City borders, and to provide alerts to neighboring jurisdictions regarding emergency conditions inside the City that may affect those communities (such as traffic conditions), . Connection of government local area networks into a wide area network that would allow seamless transmission of I-Net data among local jurisdictions, This interest also has an emergency-related aspect: in the event of a major disaster or national emergency, public networks such as the Internet and the public switched telephone network may become overloaded and unusable. A network of interconnected I-Nets could provide a crucial alternative for public safety and other public transmissions by offering redundant paths for communications that would not be subject to the same sorts of demands as would public networks. Thus, the City needs to be able to require Mediacom to interconnect with other area systems, Therefore, based on the needs and interests discussed above: . Mediacom's system must be designed so that it is able to interconnect with other area communications systems. 45 Section 6.5 of the current franchise agreement deals with interconnection. 46 See, e.g., CRG Report at pp, xiii, 91. 25 . Mediacom must be capable of interconnecting with any other cable companies in the City, in the event that there are any other cable companies in the City, Each interconnection must include at least the facilities and equipment required to allow video, data and voice signals to flow seamlessly across all facilities for each system on any channels on the institutional network and on channels on the subscriber network dedicated for public, educational and government use, The interconnected systems must operate as a single, integrated network for PEG and I-Net purposes. . Mediacom must interconnect its system with any other communications system in adjoining areas on the City's request. . The City and other users must be able to attach appropriate devices to the I-Net (so long as the integrity of the system is not harmed) that would allow it to be interconnected to any other communications provider, including, for example, a statewide educational communications network such as the ICN. B. Needs and Interests: Headend Design The City's needs and interests include certain headend facilities and equipment. In order to satisfy the needs and interests determined by the City, and based on the recommendations of CBG: . Mediacom's headend must accommodate Emergency Alert System (EAS) equipment, as discussed below47 Mediacom's headend must accommodate the switching equipment necessary to make interactive cable services possible. . Mediacom must install equipment at its headend that allows it to receive and cablecast signals in substantially the form received. For example, the headend must include equipment that transmits in color video signals received in color; transmits in stereo audio signals received in stereo; and transmits signals with a secondary audio signal in such a way that the secondary audio signal can be received, . For the same reasons discussed above regarding power supplies for the distribution system, the headend must possess backup power allowing at least four hours' operation in the event of a power failure. 47 See CBG Report, p. -' 26 The system must be designed so that the City can install (co-locate) equipment at the system headend and/or control centers and hubs, and otherwise connect that yquipment to the system to whatever extent may be required to permit full use of the capacity designated for public, educational and government use, including I-Net use. Accordingly, Mediacom must ensure that its headend meets the above needs and interests. C. Needs and Interests: Equipment Compatibility of System with Subscriber Federal statutes and FCC regulations impose requirements regarding system compatibility with subscriber equipment. Among other things, such federal requirements are designed to address the problem that subscribers may be unable to take advantage of certain features of their equipment, such as picture-in-picture or the ability to watch one program and simultaneously record a different program, due to the use of cable converters. As required by federal law, the City does not prohibit, condition, or restrict Mediacom's use of any type of subscriber equipment or any transmission technology, and thus does not establish specific requirements in this Report or the draft RFRP48 D. Needs and Interests: Equipment for Parental Control of Viewing The City's needs and interests include facilities and equipment that provide for parental control of viewing. The City, like other jurisdictions, needs to be able to ensure that parents can control the delivery of inappropriate material to minors. Federal law requires that Mediacom provide (by sale or lease) devices by which a subscriber can prohibit viewing of a particular cable service during selected periods, and that Mediacom block a premium channel upon a subscriber's request49 Mediacom must also refrain from providing any cable services that are obscene50 A separate problem has been reported in other jurisdictions where some subscribers experience extraordinarily high (thousands of dollars) charges for pay-per- view programming in a single month, possibly reflecting misuse or inadvertent use of remote control ordering systems, For this reason, any system for ordering movies or other pay-per-view programming should, if practicable, have the capability to prevent a subscriber who has an high outstanding balance (for example, $300) from ordering programming without first speaking to a customer service representative. 48 See 47 U,S.C. § 544(e). 49 See 47 U,S,C. § 544(d)(2)-(3), Cf current franchise agreement at § 6,12, 50 See 47 U.S,C. § 544(d)(I). 27 Thus, Mediacom must provide such parental control devices. E. Needs and Interests:' Emergency Alert System The City's needs and interests include facilities and equipment that enable the system to be used for emergency alerts. The cable system provides one means of quickly communicating a City-wide or regional alert in case of emergencies. The federal government requires cable operators, among others, to implement an Emergency Alert System (EAS) capable of transmitting national alerts51 In addition, however, the City needs to be able to transmit local emergency alerts as well52 Mediacom must provide facilities and equipment that allow City alerts to be transmitted in the same manner - for example, audio and/or video overrides - as federal alerts. In addition, Mediacom must meet the following needs and interests: Mediacom must install all equipment required to transmit the emergency messages to the headend and onto the subscriber network, from a location designated by the City, with dedicated connections from that location to the headend. . The system must be designed so that authorized officials can activate the emergency alert system over a dial-up telephone line, or from any I-Net site. Such officials must be able to transmit a prerecorded audio message using the dial-up telephone access, and to transmit audio from any I-Net site, It must be designed to be adaptable to support other forms of connection (for example, via radio frequencies) as such advanced forms may become available. The emergency alert system must include security features to prevent activation of the system by unauthorized persons. . The system must be designed so that, during an emergency, the operator does not need to take any action before local officials can activate the emergency alert features, 5147 C,F,R. § 11.54. 52 Under the current franchise agreement, § 6.13, Mediacom must provide an audio override of all channels and a channel that may be used for emergency broadcasts including video as well as audio. Current FCC regulations recognize that "[t]he EAS may be used to provide the heads of State and local government, or their designated representatives, with a means of emergency communication with the public in their State or Local Area." 47 c.F.R. § 11.1. 28 F. Needs and Interests: Customer Service Equipment Required To Provide Adequate The City's needs and interests include facilities and equipment to ensure that adequate customer service is provided, As further discussed below, the City needs to be able to ensure that Mediacom provides prompt and effective service to its customers, and to determine whether Mediacom complies with applicable federal, state, and local standards for customer service 53 Mediacom must have at its immediate disposal the equipment required to solve problems when they occur, and to conduct an ongoing and adequate program of preventative maintenance. City subscribers have suffered from many of the same service problems that have faced communities elsewhere in the country54 These problems led Congress to direct the FCC to adopt minimum customer service standards, The City has adopted the FCC's standards bls ordinance, and may in the future adopt additional regulations as appropriate,S In particular, however, and without limitation, Mediacom must provide certain facilities and equipment to meet the needs and interests identified above. . To the extent that Mediacom relies on subscriber complaints to detect outages and trigger repairs, there is an unavoidable delay in responding to a network problem, Mediacom can respond more quickly and accurately if its system incorporates status monitoring equipment that alerts staff immediately to problems with amplifiers, power supplies, and other active components 56 Thus, Mediacom must use status monitoring equipment that is sufficient to allow the company to determine remotely the status of headend, nodes, and amplifiers, and to alert Mediacom personnel in the event of a failure. . Measuring compliance with telephone answering standards and similar customer service requirements would be difficult or impossible unless Mediacom (a) has the equipment necessary to measure performance and (b) maintains the necessary performance records, Thus, Mediacom must either provide telephone equipment for customer service that permits Mediacom, and hence the City, to track busy signals and transferred calls in such a way as to determine whether all applicable customer service 53 Customer service issues are discussed in Section VI.P. 54 See, e.g., CBG Report at Appendix A. 55 See Dubuque City Code, § 44-261. 56 See CBG Report at p. 86. 29 standards for such events are being met, or show that it can provide equally reliable and equally detailed information by other means57 G. Needs and Interests: Future Upgrades in the System The City's needs and interests include provisions for facilities and equipment that are necessary to ensure that the system meets not only present needs, but future community needs and interests over the course of the next franchise term, taking into account the costs of meeting of such needs and interests. Communications technologies and communications needs are subject to rapid and continuing change. To ensure that Mediacom's system can continue to satisfy the City's needs and interests throughout the franchise term, Mediacom must ensure that the system develops the necessary capabilities to meet the City's needs and interests as they will change and develop throughout that term, While market forces may provide some impetus in this direction, history makes clear that the City cannot necessarily rely on the market - particularly in an essentially one-provider environment - to ensure that a cable system keeps up with advancing technology58 In a relatively short franchise term - for example, four to six years - this problem might not arise. The normal renewal review at the end of such a short franchise term would allow the City to revisit the changes in technology and the market, as well as its changing needs and interests, in the near future, In a longer franchise term, however, the City would require a mechanism to ensure the system is upgraded as necessary, such as the updating fund described above59 H. Cable System Services Federal law severely limits the City's ability to establish requirements for video programming services or other information services in a request for renewal proposals60 57 The CBG Report at pp. 37-38 indicates that based on subscriber responses, Mediacom is likely to be significantly out of compliance with FCC standards on telephone response and service calls. See also CBG Report at Appendix A. 58 See Section II & n,5 above, 59 See § Il.c.6 above. In particular, the likelihood of declining bandwidth availability on the cable modem platform as more and more subscribers begin using high- speed access should be noted. 60 See 47 U,S.C. § 544. 30 Thus, the City will not require Mediacom's proposal to include such services, except to the extent permitted by federallaw.61 IV. SYSTEM CONSTRUCTION AND EXTENSION A. Needs and Interests: Time for Completion The City's needs and interests include provision of the necessary facilities and equipment in an enforceable, prompt and timely fashion. It is possible that the proposal will not offer extensive improvements to the subscriber network62 Thus, timely completion may turn out to be an issue primarily with the I-Net and with PEG facilities. In any case, however, it is essential that the City be able readily to enforce the timing requirements embodied in any renewal franchise. One corollar? is that a "time is of the essence" clause should be included in any franchise agreement6 B. Needs and Interests: Service to Residents and Businesses The City's needs and interests include the extension of Mediacom's facilities to ensure that service is available everywhere within the City of Dubuque, As a matter of federal law, it is the City's responsibility to establish terms and conditions for extension of residential cable service. Indeed, the City is obliged under federal law to adopt requirements prohibiting "redlining",64 The specific situation in the City, however, requires a more extensive service requirement. Under the current franchise, Mediacom is required to provide service in all areas within the franchise area, regardless of density 65 As noted above, the topography of the City renders it essentially a "captive market" for a cable operator66 Moreover, the City covers a relatively limited area with a relatively high population density. Given these factors, this "universal service" requirement is reasonable, The City has a strong interest in ensuring that cable service is available to as many as possible of its residents without prohibitive cost. That need and interest will continue to grow as cable continues to become a vital part of the 61 See 47 U.S.C, § 544(h). 62 This observation does not commit the City to a position as to whether any given level of improvement may be necessary to meet the needs and interests identified in this Staff Report and the requirements of the RFRP, 63 See, e.g., § 4.16 of the current franchise agreement. 64 See 47 U,S.c. §§ 541(a)(3). 65 See, e.g., current franchise agreement at § 5.1-5,2. 66 See Section LA above. 31 community's telecommunications infrastructure. Thus, Mediacom will continue to be required to serve the entire City. The City has a similar interest in ensuring that business-class services can be made available throughout the franchise area, The City's needs assessment found that businesses and non-profit organizations of all sizes would benefit from the availabilit¿; not only of traditional cable service, but also of business-class Internet connectivity, 7 Some such service might be provided via cable modem connections, possibly with the assistance of wireless broadband links where cost-effective, Higher levels of service would probably require direct fiber connections. The same sort of connectivity would allow business-class users to provide video-on-demand services over the cable system, for purposes such as employee video conferencing and telecommuting, customer services, training video and interactive learning, and commercial marketing. At the same time, such service represents a potentially lucrative new market for Mediacom, Such services can only be offered if the infrastructure extends to the business as well as residential locations in the City, and if fiber available for business use runs close enough to business districts that connections can be made at prices that are cost-effective for Mediacom's customers. The system would also need to support levels of security higher than that normally required for residential use, and seamless integration with businesses' internal networks68 Cost-effective extension of this infrastructure in turn requires that Mediacom work closely with developers to ensure that cabling is done as far as possible at the time of construction and to prewire new facilities.69 For these reasons, while the RFRP does not require Mediacom to offer any specific services to businesses, it does require Mediacom to make the infrastructure - the necessary facilities and equipment - available to businesses that reasonably request it, and to cooperate with developers as described above. In Cable Act terms, separate network facilities serving only businesses constitute an "institutional network" as that term is used in 47 U.S,C. §§ 531(f) and 541(b)(3)(D). However, that term is more familiarly used to refer mainly to network facilities and capacity designated specifically for governmental and educational use. See 47 U,S.C. § 531(b). As a general matter, the discussion of institutional networking in this Report will use the term in that narrower sense. c. Needs and Interests: Construction Procedures and Standards The City's needs and interests include procedures and standards to guide Mediacom's construction, maintenance, and repair activities. 67 See, e.g., CBG Report at p, 36, 68 CBG Report at p. 115. 69 CBG Technical Report at p, 32 As noted above, the City needs a cable system that delivers signals of high quality and reliability, One of the ways to meet that need and interest is to require Mediacom to install and maintain high-quality, moqern equipment. These issues have been generally discussed above. Another important way to ensure that the cable system operates correctly is to ensure that the components that are installed actually operate as they are supposed to operate; are installed correctly and pursuant to a well-thought-out construction plan; and are installed promptly to replace existing systems. Finally, no matter how good the plans and the equipment, the system will not work well if the people who install it, maintain it and bring it into customer homes are unqualified or improperly trained, Those people are often contractors or subcontractors, not the employees of the franchisee. The City has strong needs and interests in ensuring sound construction, restoration, and safety practices for Mediacom and its subcontractors, and in developing enforcement mechanisms to ensure that Mediacom and its subcontractors respond promptly when the City notifies them of problems. Based on these needs and interests, any final franchise must include among other things the following elements: Mediacom must propose and follow a quality control plan for ensuring the equipment installed meets or exceeds manufacturer's specifications, Mediacom must ensure that all employees, contractors and subcontractors are properly trained. Where work is not directly performed by the franchisee, the franchisee must nonetheless be fully responsible for it, so that there is a single point of contact with which the City has clear regulatory and contractual relationships, Moreover, those who perform the work must satisfy all the requirements that apply to Mediacom in performing the same work, such as insurance and bonding requirements. D. Needs and Interests: Maintenance Procedures The City's needs and interests include proper maintenance of Mediacom's facilities and equipment. Just as Mediacom must follow sound construction practices, it must also employ good maintenance practices. Otherwise, even the best possible initial system will tend to degrade over time. Mediacom must specify plans for maintenance that are sufficient to establish and sustain compliance with applicable standards throughout the franchise term. E. Needs and Interests: Geographical Information System The City's needs and interests include incorporation of information regarding Mediacom's facilities and equipment in the City's geographic information system (GIS). The City is currently using computerized GIS to facilitate storage and retrieval of various kinds of information regarding the location of property and facilities in and around the City's public rights-of-way. If that information is kept complete and up-to- date, such a system makes trenching and other work in the rights-of-way easier and safer, 33 as well as facilitating other tasks, such as routing school buses, Thus, the City has an interest in obtaining necessary information about Mediacom's equipment and facilities in a form compatible with the City's GIS, so as to minimize the delay and potential errors involved if the City had to convert or 're-input Mediacom's information. Mediacom must provide and update the necessary information in such form, on a periodic basis, as requested by the City. It should be kept in mind that the City's need for accurate information about facilities and equipment in the public rights-of-way can be accommodated consistently with any legitimate concerns Mediacom may have about any confidential or proprietary information that may be involved. For example, the City must know the dimensions of any cables traversing the rights-of-way, and the general nature of their contents (e.g., fiber or copper cable, so that engineers can predict whether the cable will respond to electromagnetic means of location for underground equipment). But it is not necessary to know exactly how many fibers are in a cable, or where they go, or what purposes they may serve in the system. Thus, any renewal proposal must ensure that the City has full and immediate access to all needed information, whatever reasonable arrangements may be made to limit the distribution of allegedly confidential or proprietary data. v. SUPPORT FOR PUBLIC, EDUCATIONAL AND GOVERNMENT USE PEG requirements take several forms, Franchising authorities can require operators to designate channels in an RFRP for public, educational and governmental use. Franchising authorities can also establish requirements for equipment and facilities - for example, requirements for studios and cameras, as well as drops and outlets, and for institutional networks7o Franchising authorities can enforce promises for services made by a grantee.7! Before issuing a franchise, a community can insist that the operator "provide adequate public, educational, and governmental access channel capacity, facilities or financial support.,,72 This section will focus on the City's specific requirements for channel capacity, facilities and equipment, and operating support for PEG use, in addition to those network requirements described above, 70 See, e.g., 1984 House Report at 68,1984 U.S.C.C.A.N. at 4705 (franchising authorities may require, among other things, "satellite earth stations, uplinks, studios and production facilities, vans and cameras for PEG use"). 7! 47 U.S,C. § 531. 72 47 U.S.c. § 541(a)(4). 34 A. Channel Capacity 1. Backl!round As Congress noted when it first passed cable legislation: One of the greatest challenges over the years in establishing communications policy has been assuring access to the electronic media by people other than the licensees or owners of those media, The development of cable television, with its abundance of channels, can provide. . . the meaningful access that. . . has been difficult to obtain. Almost all recent franchise agreements provide for access by local governments, schools, and non-profit and community groups over so- called "PEG" (public, educational and governmental) channels, Public access channels are often the video equivalent of the speaker's soapbox or the electronic parallel to the printed leaflet.., PEG channels also contribute to an informed citizenry by bringing local schools into the home and by showing the public local government at workn Mediacom's current franchise agreement was designed, among other things, to respond to such needs and interests74 The City's experience over the past twenty-three years has made clear the usefulness of these channels in general and their benefits to the community, In connection with the current renewal proceeding, the City has further reviewed its current needs and interests. The PEG requirements stated below reflect the both this experience and the research conducted in connection with the current renewal process, The franchise agreement must set aside the necessary aggregate number of channels for PEG, as detailed below, and the City retains the right to allocate them to PEG entities as may be necessary. 2. Needs and Interests: Public and Community Access Channels The City's needs and interests include two downstream subscriber network channels for public and community access use, Public access programming in the City generally is provided under the title of Dubuque Community Television (CTV), which is managed by Mediacom under the general oversight of the City's Community Tele-Programming Commission. CTV currently uses two video channels (channels 15 and 16), Since 1981, CTV has developed the public access program in the City at large. Local organizations draw upon the facilities and services provided by CTV to provide community programs, Both viewers 73 1984 House Report at 30, 1984 U.S.C.C.A.N, at 4667, 74 See, e.g., § 6.9, 35 and programmers have expressed a strong need and interest in continuing to have channel capacity for CTV set aside on the cable system to meet the local community access needs75 Mediacom must dedicate at least two channels on the subscriber network for public access purposes, based on the needs and interests above. Mediacom should also remain responsible for providing the necessary production, training, and logistical support for public access programming, 3. Needs and Interests: Educational Access Channels The City's needs and interests include two downstream subscriber network channels for educational access use, Currently, all educational entities share a single channel- Dubuque Community Schools, the public school system; Holy Family Schools. the Catholic school system that serves a substantial K-12 population in the City; and the institutions of higher education in the City, including among others Loras College, Clarke College, and the University of Dubuque. At this time, however, Dubuque Community Schools is prepared to take over programming for a full-time channel by itself. To accommodate the full range of programming available, staff recommends that Mediacom be required to provide two educational access channels - one for Dubuque Community Schools and one for all other educational institutions - at present. 4. Needs and Interests: Governmental Access Channels The City's needs and interests include one governmental access channel and the capital support needed for access production, The City of Dubuque serves as manager and operator of government access programming, Channel 8, in the City. Currently, Channel 8 is managed and operated in conjunction with the overall communications mission of the City of Dubuque, under the supervision of the Cable Franchise Administrator. The mission of the government access channel stipulates that the channel is used by the City to provide information to the community pertaining to governmental issues, policies, programs and services. Four types of programming are regularly aired on the government access channel: regular scheduled programming (such as government meetings), special programming (documentaries, public service announcements, interviews with citizens and public officials), city bulletin board information, and government-oriented programming imported from other locations. Regularly scheduled programming includes live cablecasting and taped replays of City Council meetings, other Board and civic meetings, and programming covering City department events and services. League of Women Voters Candidates forums and issues 75 See, e.g, CBG Report at pp, 50-60; Addendum To The February 2003 Community Needs Assessment Report Concerning Cable-Related Public, Educational And Governmental (PEG) Access Needs and Interests For the City of Dubuque dated January -' 2005 ("CBG PEG Update") at pp,-. 36 debates and live election coverage are also regularly produced and cablecast on CityChannel 8. Government access programming also includes character-generated bulletin board content when the ch~nnel is not cablecasting live or recorded video programming. Content is provided by City departments and Boards, civic organizations and Commissions. While locally generated programming receives priority for airing over Channel 8, the channel is also used to transmit valuable government-oriented programming made available by noncommercial entities outside the City, Imported programming that has aired on Channel 8 includes Iowa state government programming and federal1evel programming, Based on the City's needs and interests in this area, Mediacom must provide one governmental access channel at present. 5. Summarv of Access Channels In all, the City currently requires five access channels on the Mediacom system: (a) Public access: 2 (b) Educational access: 2 (c) City governmental access: 1 As the amount of access programming may increase over time, a franchise should include reasonable trigger mechanisms for provision of at least one additional channel for public access if the public access channels designated above are substantially fully utilized; at least one additional channel for educational access if either the public school channel or the higher education channel designated above is substantially fully utilized; and at least one additional channel for government access if the governmental access channel designated above is substantially fully utilized76 6. General Needs and Interests Ree:ardine: Access Channels The needs and interests developed in the ascertainment process support several additional requirements regarding access channels generally, Maintenance and Repair Service. Swift response from the cable operator with respect to any access carriage problem is essential to the provision of access programming. For example, if Mediacom personnel were only available during standard business hours, and an access channel experienced a technical problem after 5:00 p.m" it may take hours to obtain the necessary assistance, potentially ruining a live cablecast or a night of scheduled programming, Thus, any renewal franchise must include specific requirements with regard to all access channels, ensuring that Mediacom responds promptly and effectively to problems with access transmission. Mediacom must ensure 76 See, e.g., CBG Report, p, -; CBG PEG Update at p. -' 37 that the channels perform well, end-to-end, so that PEG signals do not deteriorate significantly in their transmission within the Mediacom system. Capacity vs. Channels. With- the advent of cable modem service, cable system capacity is already being used in ways that do not lend themselves to "channelization" in the traditional cable sense. During the term of a renewal franchise it is likely that there will be many applications for which "channels" will no longer be an appropriate measure for capacity to deliver programming on the system. For example, in provision of video- on-demand, where only a single channel at a time needs to be delivered to a receiver, the key bottleneck may be the system's capacity to -store and retrieve programming rather than the bandwidth of the distribution network, In other cases, as when it may be useful to add accompanying streams of information alongside traditional video (e.g., the text of legislation being considered at a Council meeting), there may be a need for PEG data transmission capacity that does not require a full video channel. For these reasons, the City has a need and interest over any future franchise term to preserve the opportunity to use PEG capacity requirements in novel and innovative ways, ways that may not involve the use of traditional video channels. This need can most easily be satisfied through a straightforward provision regarding that PEG capacity. By the time City PEG programmers become interested in such new uses for PEG spectrum, Mediacom may well have decided to switch the entire system to digital transmission. Because such transmissions can be digitally compressed, standard-quality video programming can be sent using much less bandwidth than the 6 MHz normally allocated for NTSC video, Thus, sending all signals digitally could potentially free up "new" bandwidth inside the segments already allocated for PEG use pursuant to the above requirements, A renewal franchise should thus require that the capacity allocated to PEG uses should be established in terms of standard (6 MHz) video channels, and that half of any such capacity freed up by compression of PEG signals (over and above the compressed capacity needed to carry the original number of access channels) remains dedicated to PEG purposes, so that PEG programmers can make use of this "reclaimed" capacity for innovative PEG applications. (So as not to waste bandwidth, Mediacom would be permitted to use such reclaimed capacity unless and until the City determined that it was needed for PEG purposes,) In this way the City's access users can share in the benefits of such improvements along with Mediacom, In addition, a renewal franchise must provide that as Mediacom expands the possibilities of its system for commercial purposes, it must similarly expand the capabilities of the portion of the system dedicated for public, educational and governmental use. For example, to the extent that Mediacom offers video on demand for commercial purposes, it must also provide the facilities and equipment required to permit provision of PEG programming on demand, The draft RFRP does not require Mediacom to install a switched video system, or video on demand, nor to retrain from doing so - just as it does not require Mediacom to move to all-digital transmission, or to refrain from doing so. However, precisely because those options are left open at this stage, the City's requirements for PEG capacity must be understood to extend to such new forms of system capacity, so that the requirements are not made obsolete depending on what improvements Mediacom may decide to implement. 38 Interactive PEG. The needs and interests regarding interactive cable services discussed above with respect to Mediacom's commercial offerings are equally applicable to PEG. Thus, Mediacom's system must be designed to enable interactive use of PEG channels by subscribers, if the franchising authority and a PEG channel manager elect to offer such a service. B. Equipment and Facilities Support for PEG Use 1. Backe:round Setting aside channels for public, educational and government use does not guarantee that the community will be able to use those channels. As the 1992 amendments to the Cable Act suggested, there also must be adequate support for access operations, in the form of facilities or other financial support77 Accordingly, franchises in many communities require operators to provide facilities, equipment and services to support public, educational and governmental use. The City's needs and interests in this area have evolved over the past twenty-three years. Thus, the City has re-examined the community's needs and interests for access support in connection with the Mediacom renewal. The results of that review are summarized in this Report. 2. Needs and Interests: Upstream Feeds The City's needs and interests include dedicated upstream feeds for PEG programming from certain locations, In order for Mediacom to carry PEG access programming on the cable system, it must provide means of transporting signals from the sites where such programming is originated to the headend - "upstream," in contrast to the "downstream" transmission of programming from the headend to subscribers. Mediacom must ensure that programming received via these upstream feeds is retransmitted as sent by the PEG programmer, without changing the attributes of the signal in such a way as to effectively degrade the output. Transmission via coaxial cable generally tends to degrade a signal, so that upstream transmission for any significant distance on coax is likely to result in a lower- quality signal at the headend than at the PEG origination site. Thus, based on the needs and interests identified by the City, Mediacom must provide upstream transmission performance equivalent to that of dedicated fiber-optic upstream feeds to the headend, including both the fiber itself and all terminal equipment necessary for transmission of the signals at least for each access program to be originated there, from the following locations: . Public access studio (for the two public access channels) 77 47 U,S,C. §541(a)(4): "In awarding a franchise, the franchising authority. . . may require adequate assurance that the cable operator will provide adequate. . . access channel capacity, facilities, or financial support." 39 . Public school central administrative office at The Forum, 2300 Chaney Road (for the Dubuque Community School channel) Either the master convol room at Loras College, or the public access studio, at the City's option (for the second educational channel) City Hall Annex, 1300 Main Street (for the government channel) . If the facilities listed above should be moved to other locations, Mediacom shall transfer the upstream feeds to the new location (including, without limitation, moving the terminal equipment and splicing fiber as necessary).78 3. Needs and Interests: Cable Drops and Outlets. The City's needs and interests include cable drops and outlets at public access, educational, and governmental sites, Many public, educational, and governmental sites require access to the subscriber network to receive PEG or commercial programming (among other things, so that PEG originators can monitor their own PEG telecasts as they are distributed over the cable system). Thus, Mediacom is currently required to provide without charge one service outlet activated for regular subscriber service to each fire station, public school, police station, public library, and other public building designated by the City, as well as regular subscriber service to any additional outlets in these buildings79 Over the term of the current franchise, public, educational, and governmental institutions in the City have benefited from Mediacom's provision of these facilities and service, Based on the needs and interests identified by the City, Mediacom must provide cable drops and outlets to all schools and all facilities owned or leased by the City, together with any converters, decoders, or similar equipment necessary to receive all subscriber network services at each outlet. The signal strength provided must be sufficient to allow the City to extend service throughout the site, as described more specifically in the attached RFRP, 4. Needs and Interests: Video-on-Demand The City's needs and interests include video-on-demand capability for PEG access use, Such capability would enable first City employees and later the public to request archived material, such as specific classes or meetings, for review from a video retrieval 78 In addition, the City intends to use the I-Net to enable upstream feeds from any I-Net site. This approach permits the City to allow for program origination from any such site on particular occasions, while minimizing the number of dedicated feeds required. Providing the dedicated upstream feeds indicated above, on the other hand, ensures that the continuous upstream feeds from the access centers do not consume substantial I-Net capacity, 79 See current Agreement at § 8.16. 40 system. Based on the needs and interests identified by the City, Mediacom must provide the necessary file servers and other equipment to enable the public, educational, and governmental entities that program the PEG channels to store programs for random access and allow subscribers to search' for and retrieve such programs at will. Mediacom should commit storage capacity for PEG video-on-demand in proportion to the number of PEG channels as compared to the number of channels on the system as a whole.8O s. Needs and Interests: Generally Wherever Mediacom must provide facilities and equipment for PEG use, Mediacom must also provide such normal spares and backup facilities and equipment (including, but not limited to, spare fibers) to ensure that all access channels can operate seven days a week, 24 hours a day. As a general matter, PEG applications should benefit from the same sorts of technological improvements Mediacom brings to the system as a whole, as indicated above81 c. Institutional Network 1. Background Enhanced communication among institutions - such as schools, libraries, government offices, and other public buildings - offers numerous ways to benefit City residents through improved delivery of services, greater access to governmental processes, and efficient, low-cost operations. Thus, in addition to other types of PEG channels, facilities and equipment, a franchising authority may require as part of a cable operator's proposal that the operator provide facilities and equipment, including institutional network or "I-Net" facilities and equipment; and that the operator designate channel capacity on an I-Net for educational or governmental use82 Such I-Nets connect institutions serving the public, They may carry voice, video and data transmissions.83 80 See CBG Report at pp. viii, xi, 64, 72; CBG PEG Update at pp. 4-5. 81 See note regarding other resources on page 38. 82 See 47 U,S,C. §§ 544(b)(1) and 531(b) respectively. Cf § 541(b)(3)(D). 83 An I-Net is defined as a communication network which is constructed or operated by the cable operator and which is generally available only to subscribers who are not residential subscribers, See 47 U.S,C, §§ 531(t), 541(b)(3)(D), As noted above, in this broad sense the term applies both to educational/governmental capacity and facilities, and to a network serving other non-residential institutions, However, the term is used here to refer only to the former. See p. 32, 41 The City benefits its taxpaying residents generally by obtaining I-Net facilities and equipment as part of the reasonable compensation the City receives from Mediacom for the company's use of the City's public ~ights-of-way. I-Net capabilities reduce the City's communications costs, which would otherwise fall on the City's taxpayers. Thus, in-kind compensation in the form of an I-Net provides significant benefits to City residents, 2. Problems and Limitations of the Current I-Net The Mediacom system in the City also incorporates an I-Net. This network, the so-called B-Cable, however, is a coaxial copper cable system, separate from the subscriber network. The 1980s technology involved results in serious quality and reliability problems, due to the large number of amplifiers needed on a coaxial system. As a result, the existing I-Net is not capable of meeting the City's needs and interests over a renewal franchise term.84 3. Needs and Interests: I-Net Applications The City's needs and interests include an I-Net capable of supporting current applications and of expanding its capabilities to support future applicationsS5 These applications benefit the community by increasing the efficiency and decreasing the cost of local government operations. Moreover, they directly benefit the public by enabling access by individuals to City records through institutional sites, For example, one can visit a City library and use a network terminal to access publicly available City records, without requiring each library to store complete records in hardcopy and maintain them in up-to-date form. Similarly, City libraries and schools can serve as gateways for high- speed access to the Internet for City residents who do not have such access available at homes6 Based on the needs and interests identified by the City, Mediacom must provide an I-Net linking the sites listed in the chart attached to the RFRP, The I-Net must meet the conditions specified above with respect to reliability, signal quality, safety, burden on the public rights-of-way, flexibility, aesthetic issues, availability of end-user equipment, capacity, interactivity, and suitability for the City's projected growth,S7 4. Model I-Net Desil!n Model standards for an I-Net meeting the City's needs and interests are set forth in the attached draft RFRP. According to this model, the I-Net fiber should follow a ring/star configuration, The ring, consisting of twelve fibers, would incorporate the West Third S4 See CBG Report at pp. 73-76. 85 See CBG Report at pp, xi, 89. 86 See CBG Report at p,79, 87 See "Basic System Characteristics" outlined in Section II.C above. 42 Street hub site as well as the Asbury Headend. Such a ring design would provide for redundant, fault-tolerant operation. The star portion of the I-Net would serve the non- core sites, with six fibers running back to the designated ring or core site location, This network layout would allow for versatility and expandability, and would provide redundancy to the core site locations so as to minimize downtime due to line failures. The core locations for each government and educational organization need to have high capacity backbone infrastructure to the City Hall Annex and to the Headend in order to provide program origination carriage when necessary. In addition to core locations such as City Hall, the City Hall Annex, the County Courthouse and the Carnegie-Stout Library, high-capacity fiber optic connectivity is needed for a number of other specific locations, including, but not limited to: . facilities in the America's River Complex the Dubuque Regional Airport the Fire Stations within the City Eagle Point Water Plant individual school locations, such as the elementary and secondary school facilities of Dubuque Community Schools and the Holy Family Schools Wartburg Seminary to the ICN POP . . . A few of the sites on the list attached to the model franchise agreement are marked as potentially being eligible for service at cable modem ("CM") capacities, It appears, however, that providing fiber to most of these sites may be no most costly than setting up fully reliable and functional DOCSIS service. If Mediacom proposes using a DOCSIS solution for this subset of sites, the proposal should show that such a solution would have the same reliability and usability as would a direct fiber connection, In addition, wherever Mediacom installs fiber for the subscriber network, it shall also install at least six spare dark fibers for the institutional network, to ensure that future sites can be connected with minimal need for further disruption of the public rights-of- way, These fibers shall be separate from any fibers utilized for the subscriber network. In addition, the I-Net (in the broad sense) should include fiber to each business district in the City in sufficient amounts to meet foreseeable demands by business customers. In addition to providing the fiber connections specified above, Mediacom shall provide a capital grant in the amount of $500,000 at the beginning of the franchise term and, if the proposed franchise term is longer than five years, at the conclusion of each five-year period that elapses since the beginning of the franchise term. These grants will enable the City to move more quickly to utilize the dark fiber by providing support that will permit the City to install I-Net electronics sooner than would be the case if it were necessary to set aside the necessary funds over an extended period of time from the City's budget. For maximum flexibility, these capital funds shall be unrestricted as between I-Net and traditional PEG support, so that any part of each amount may be used 43 at the City's discretion for traditional PEG facilities and equipment or for I-Net facilities and equipment. In this way the City will be able to allocate funds as appropriate to "jump-start" both PEG and I-Net activities, and reallocate the ongoing capital grants accordingly to ensure that both sets of activities are funded as effectively as possible. Because the network will be used for voice communication and for similarly critical data and video signaling, it must be reliable to a level comparable with that of the telephone system, that is, 99,99% or better.88 With respect to data transmission, the institutional network must be designed and operated to maintain a bit error rate of 1 x 10-9 or better. Prompt response for maintenance and repair will be necessary89 The I-Net fiber should be owned and maintained by Mediacom, with a perpetual indefeasible right of use ("IRU") held by the City, This ownership arrangement provides significant tax advantages to Mediacom: the company can depreciate the asset for tax purposes, This advantage reduces the cost borne by Mediacom and thus any pressure to increase subscriber rates, However, the City reserves the right to arrange for maintenance of the I-Net at Mediacom's expense, if Mediacom fails to maintain it in accordance with the reliability standards specified in the franchise agreement. Notwithstanding the foregoing, the City may require, at its discretion, that maintenance of the institutional network be performed by a third-party provider agreed upon by the City and Mediacom. The City reserves the right to retain an independent engineer to periodically evaluate the condition and performance of the I-Net at Mediacom's expense. Precise construction standards and procedures are essential to ensure that the I-Net performs correctly over the long term, Therefore, any renewal franchise would need to incorporate the I-Net construction standards and procedures attached to the I-Net Appendix of the model franchise agreement which is attached to the RFRP, Highlights of these standards and procedures include the following: Mediacom is responsible for checking with Iowa One Call to ensure that installations do not damage other facilities, interrupt other services, or create hazards. . Mediacom and the City's I-Net team must conduct joint site surveys to agree upon the entry points, demarcation and termination points, conduit routing and interior distance in a facility, based on the initial survey package provided by the City. Mediacom personnel must come to site surveys fully prepared for the necessary work, The specified survey checklist must be used to ensure that all the necessary work is done at this stage. 88 See CBG Technical Report at_, 89 See CBG Technical Report at_. 44 . Mediacom must keep in touch by telephone with facilities where work is being done, and keep in touch with the City regarding any incidents related to the I-Net. . Construction materials must be new and meet the specifications outlined in the I-Net attachment. They must be approved by the City prior to installation. Equipment must be installed in a neat and workmanlike manner, according to the specifications in the standards and procedures attachment. Mediacom must comply with manufacturer's specifications and recommendations, Grounding must meet the specified standards, . Mediacom must clean up and remove all debris when the work is done, and make any necessary repairs to restore the site to essentially the same state that existed prior to installation. . The City will inspect installed fiber and observe Mediacom's acceptance tests, using the punch list form in the standards and procedures attachment. Mediacom needs to keep the City apprised of its progress, including a weekly updated project plan; confirmation when fiber has been terminated in each facility; a weekly forecast of forthcoming work; and fiber test reports submitted bye-mail. . Mediacom must supply as-built documentation in soft- and hardcopy formats as specified by the City. Such procedures are essential to resolving difficulties, ensuring timeliness, and ensuring a smooth construction process. To ensure that the benefits of the I-Net are not unduly delayed, particularly with regard to public safety applications, and to minimize disruption in the City due to construction, Mediacom will be required to complete I-Net construction and to have the system fully operational within four years after the effective date of a renewal franchise agreement. Mediacom should complete construction of36% of the I-Net plant by the end of the first year after the effective date of the franchise, an additional 30% by the end of the second year, an additional21% by the end of the third year, and the remaining 13% by the end of the fourth year. To ensure that the sites constructed according to this schedule can be activated in order according to the City's priorities, the City shall determine the order in which sites are constructed, Mediacom shall provide repair and/or replacement of fiber-optic plant in the event of damage or failure. Mediacom shall respond to such damage or failure within two 45 hours of notification and complete repairs according to the schedule set forth in the I-Net appendix to the franchise agreement. The City and I-Net users designated by the City shall have exclusive use of the entire capacity of the institutional network. The City shall have authority to resolve any disputes regarding allocation on-Net capacity, The I-Net constructed for educational and governmental use shall be for noncommercial use. But to ensure that the I-Net network is as useful and as cost- effective as possible, the City shall have the right to connect it with other networks, such as the Internet or the public switched telephone network. The City itself (or through a third party or contractor) may also choose to construct additional fiber or other facilities, aside from the I-Net construction to be carried out by Mediacom pursuant to the franchise, and to connect such other facilities with the I-Net. But such connection or use shall not grant Mediacom any rights, or give up any rights of the City, over facilities not constructed by Mediacom. For example, and without limitation, facilities not constructed by Mediacom shall not be restricted to noncommercial use. Any restriction on the use of such non-Mediacom facilities would unreasonably limit the City's rights over its own property, or that of third parties, If Mediacom proposes a different way of meeting the City's I-Net needs and interests, then as with the subscriber network, Mediacom must show that its proposed system would meet those needs and interests at least as well as would the model. 5. How the Model Meets the City's Needs and Interests The I-Net model outlined in the RFRP will meet the City's needs and interests as described above, Sharing of databases, files, and multimedia resources, including City records and GIS information, along with e-mail, could be carried on seamlessly with the I-Net. The model system provides for switched voice connections, addressing the City's needs and interests for internal telephone services. Similarly, the model's capability to transmit video would allow video conferencing, distance leaming, training programs, surveillance and security functions. Internet connectivity through the I-Net would assist vendors in carrying out electronic transactions with the City. Similar gateways could be used to connect the I-Net with the City's public safety radio and with satellite uplink facilities, Generally speaking, the flexibility and broad capacity of the model system would allow the City to fulfill these needs and interests, and to address further needs and interests that may develop over the coming franchise term, It should be emphasized that the model I-Net is not a purely internal City system, While the system can and should be used for internal City communications, many of the designated sites are at schools and libraries, where they may be accessed by the public. Thus, while the network will be used partly to allow City departments to communicate with one another, it will also assist members of the public in communicating electronically with the City and gaining better access to the City's resources. 46 D. Capital Grants As noted above, support for equipment and facilities is necessary if the community is to make effective use of its PEG access channels9o Equipment must be purchased and replaced over time; facilities must be upgraded and modified to satisfy changing needs; office equipment and related support structures (computer systems and software, discs, furniture, and so forth) must be obtained and replaced, These costs are distinct from plant and network costs, such as the costs associated with switching signals at the headend. Thus, in addition to the specific facilities and equipment outlined above, Mediacom must provide capital funds for facilities and equipment to be used in conjunction with the PEG channels and I-Net, ifthe City is to satisfY its PEG-related needs and interests. The following analysis reviews the needs and interests identified for each type of access - public, educational, and governmental - and then draws general conclusions as to the total access commitment required from Mediacom, taking into account those three types of needs and interests. 1. Needs and Interests: Public Access Capital Grants The continued success of the City's public access operation requires continuing support. The CBG Report notes that public access programmers have indicated needs for additional capital funding91 At the same time, it is clear that no one can predict precisely over a long franchise term what specific developments will be necessary, due to the continuing changes in technology and production standards (for example, the shifts to digital video and nonlinear editing), One can only seek to develop sound estimates based on concrete information now available, extrapolated over the course of a franchise term. CBG has estimated the level of support required to meet public access needs, based on current information, at approximately $1,594,00092 Thus, the needs and interests of the access operation support a conclusion that Mediacom should be required to provide at least that amount in capital support for public access. 2. Needs and Interests: Educational Access Capital Grants Educational access programming in the City predates the current 1981 franchise. The City's schools and institutions of higher education have made extensive use of the cable system and related technology in the past. But as with the public access assets referred to above, educational access facilities and equipment too must be repaired, replaced, and upgraded to meet the City's needs and interests. 90 See discussion on page 39. 91 CBG Report at 50-54, 73. 92 See CBG Report at p. 11, 47 The CRG Report indicates that the City's educational access programmers have continuing needs for additional funding93 CBG has estimated the level of support required to meet public access needs, based on current information, at approximately $1,526,00094 Thus, educational needs and interests support a conclusion that Mediacom should be required to provide at least that amount of capital support for educational access. These needs and interests must be considered together with the other needs and interests of the Franchise area, as discussed in § V,D.4 below, 3. Needs and Interests: Governmental Access Capital Grants As with the public and educational access programs described above, the City, as governmental access programmer, also has continuing capital needs95 CBG has estimated the level of support required to meet public access needs, based on current information, at approximately $1,049,00096 Thus, governmental needs and interests. support a conclusion that Mediacom should be required to provide at least that amount of capital support for governmental access, These needs and interests must be considered together with the other needs and interests of the Franchise area, as discussed in § V.D.4 below. 4. Needs and Interests: Capital Grants Generally City staff believes that the best structure for the capital grants described above is a percentage of gross revenues. Basing capital grants on gross revenues ensures that the PEG program shares in the benefit of any increases in revenues that benefit the rest of the cable system, Conversely, if the system's revenues decline, a capital grant arrangement keyed to gross revenues will automatically adjust to reduce the burden on the cable operator to a corresponding degree, and thus also to reduce any pressure on the operator to increase subscriber rates, in a way that a fixed dollar grant does not. A percentage approach thus scales automatically to take into account the degree to which a given cost burdens the cable operator. Moreover, if an overbuilder should enter the market in the City, it will be important to be able to maintain comparable burdens among cable companies of markedly different sizes (such as a start-up overbuilder that would begin with no subscribers and no revenues), That is most effectively achieved when the burden is borne proportionately on a gross revenue basis. A percentage approach is thus a means by which the City can encourage fair competition. 93 See CRG Report at pp. 93-97, 106. 94 See CRG PEG Update at p. 9, 95 See CRG Report at pp. 65-72, 96 See CRG Report at p, 13. 48 The cable franchise fee is based on a percentage of gross revenues, But federal law currently caps that fee based on a percentage of a particular subset of the operator's gross revenues - those for cable service97 There is in fact no good reason for such a limitation: the value Mediacom realizes from its use of City property includes all the revenue it derives from the system in the City, whether or not for cable services. Moreover, it is impossible to predict with certainty how changes in federal or state law may affect the scope of "cable service" during a renewal franchise term, For example, the City has already experienced serious losses in revenue from the FCC's 2002 reclassification of cable modem Internet access as a noncable service.98 Thus, the most reasonable way to ensure that adequate PEG capital funding is provided over the course of a franchise is to base PEG capital support on a percentage of all gross revenues from the system in the City, not merely those from cable service. Since the amount of capital support for access is not bound by any federal limitation comparable to the five percent cap on franchise fees, such a standard can be established in a franchise without conflicting with federal law, It appears that the PEG capital support amounts listed above for public, educational and governmental access - a total of approximately $4,169,000 - equates to about 2.2 percent of Mediacom's gross revenues from the system in the City, based upon current information as to those revenues, Thus, in addition to paying any franchise fee required under a franchise agreement, and in addition to any amounts expended to comply with any other requirements (including but not limited to construction of the I- Net and lump-sum grants for I-Net equipment as described herein), Mediacom should provide capital grants to support PEG access in the amount of two and one-half percent (2.2%) of Mediacom's gross revenues derived from the operation of the cable system (regardless of the service involved). 5. Needs and Interests: PEG Equipment and Facilities Generally Consistent with federal law and the City's ascertainment, PEG users must be able to use the facilities and equipment discussed above (including the I-Net facilities and equipment) at no charge from Mediacom. VI. OTHER FRANCHISE TERMS AND REGULATORY CONDITIONS In addition to the matters already discussed, a renewal franchise agreement must contain a number of provisions to determine the reasonable implementation of the franchise requirements Mediacom proposes to meet the City's needs and interests. In 97 See 47 U.S.c. § 542(b) (phrase "to provide cable services" added in 1996 amendments), 98 See FCC Declaratory Ruling, op. cit. 49 addition, both the franchise agreement and City law must contain provisions to protect the City and its citizens, including cable subscribers, and to enable the City to manage its public rights-of-way fairly and effecti,;ely. The City has reviewed the provisions in the current franchise agreement and the City Code, The model proposed franchise agreement attached to this Report indicates what franchise terms, when joined with a reasonable proposal by Mediacom meeting the City's future cable-related needs and interests, are necessary to ensure that the franchise agreement is reasonably implemented and that the City and its citizens receive the benefit of that agreement. In addition, any renewal franchise will be subject to a revised and updated version of Chapter 44 of the City Code (a copy of which is also attached), as it may be amended from time to time pursuant to applicable law. The Staff finds that terms and conditions such as these are necessary to meet the City's needs and interests. Any proposal from Mediacom must at least match the provisions of the model consisting of those two franchise documents if it is to meet those needs and interests. The following brief discussion of certain key provisions is intended to elaborate on the reasons underlying those provisions. This discussion is not intended to be comprehensive, Many of the needs and interests treated below are fundamental to the franchising process and in many respects are shared with other local franchising authorities. A. Term The length of the franchise is primarily a policy decision for the Council. As the City noted, given the rapidity with which communications technology is developing and the market is changing, a fifteen-year franchise may well be too long. The City's ability to predict the effect of these changes on the City, and to draft legal documents that adequately protect against the harm that may flow from the changes, is inherently limited, As noted above in Section ILc.6, Mediacom must justify the length of its proposed term by showing how its proposal will protect the City against the risk that its cable system may be obsolete long before the next renewal opportunity, as well as showing that its proposed tenn is necessary for the company to recover a fair return of and on its investment. If Mediacom's proposal follows the model set forth in this Report and the RFRP, that risk should be relatively limited, If Mediacom proposes a different scheme, it will be correspondingly more important for the company to demonstrate that its proposal prevents the risk of obsolescence, To the extent the Council finds that Mediacom has not justified a proposed term on that basis, the Council will award a shorter franchise tenn. B. Franchise Fees and Other Benefits Franchise fees shall be paid annually in advance, and trued up at the end of each quarter, pursuant to the procedure set forth in Section 8.6 of the current franchise agreement, which has worked well during the term of that agreement. Under that procedure: 50 The amount due on or before the first business day of the City's fiscal year shall be no less than ninety percent (90%) of the total franchise fees anticipated to be due for that year, as determined by the local regulatory agent at least ninety (90) daýs prior to the beginning of the applicable fiscal year and communicated to the Grantee. No later than the twentieth (20th) day after the end of each fiscal quarter, the Grantee shall report to the Grantor in such detail as the Grantor's regulatory agent may require, its gross revenues for the immediately preceding fiscal quarter, and shall remit therewith the amount by which any fee due for that fiscal quarter exceeds twenty-five percent (25%) of the amount due on account on the first day of that fiscal year. In the event the amounts paid the Grantor during the year exceed the total amount due for that year, the excess shall be refunded to the Grantee within twenty (20) days after its filing of its fourth quarterly report and it giving the City notice that a refund is due. Failure by Mediacom to pay the correct franchise fee in a timely way would deprive the City of amounts it is owed, and cause the City to incur additional costs to audit and correct Mediacom's errors, Thus, the franchise fee provisions need to include enforceable informational and auditing requirements, incentives for prompt payment, and ways to make the City whole if timely payment is not made. c. Scope of Grant Current federal law draws a distinction between cable systems and telecommunications systems, and suggests that to the extent telecommunications systems are authorized and regulated by local governments, this ought to be done separately from a cable franchise99 In particular, changes in the Cable Act made by the Telecommunications Act of 1996 indicate that a cable operator is not required to obtain a franchise under the Cable Act for the provision of telecommunications services; and that a franchising authority may not impose any requirement under the Cable Act that has the purpose or effect of prohibiting, limiting, restricting, or conditioning the provision of a telecommunications service by a cable operator or its affiliate (other than through an institutional network),100 By restricting these prohibitions to franchises issued under the Cable Act, however, Congress indicated its intent to permit state and local governments to require appropriate compensation and to manage their public rights-of-way through instruments other than franchises under the Cable Actl01 Thus, it appears to be the intent of 99 See, e.g, 47 U.S.c. §§ 153(43)-(46),522(6)-(7), 100 See 47 U.S.c. § 541(b)(3). 101 Cf 47 U.S.C. § 253(c) (recognizing state and local governments' right to manage the public rights-of-way and to require fair and reasonable compensation), 51 Congress that the two be treated separately. For this reason, among others, a renewal fTanchise for Mediacom should only authorize the company to use the City's public rights- of-way for the provision of cable servi~e. D. Transfers The City's decision to grant a franchise is based on the expectation that the Mediacom will be the person who will carry out the franchise obligations. Decisions must be made about whether its proposal meets the community's cable-related needs and interests, about its financial and technical ability to perform, about its honesty, about the risk of nonperformance and similar matters. A transfer may affect these and other conditions, It may result in the City's being faced with a transferee to which the City would not have granted a franchise had it applied, or on which the City would have imposed different terms and conditions due to the differences between the cable operators. Thus the City must have the opportunity to review a transfer, to determine the likely impact on performance of the franchise and the community, and to grant, grant with conditions, or deny the transfer based on the reasonably predicted impact. Except as the Communications Ordinance or federal law otherwise requires, the term "transfer" should be construed broadly to include any number of transactions that may result in the transfer of all or a portion of the franchisee's interests in the cable system or the franchise, or a change in the control of the franchisee itself. E. City's Exercise of Police Powers and Modification of Applicable Rules and Ordinances The City has the legal authority to utilize its police powers (and other governmental authority, to the extent this is distinguished from police power) to secure and promote the public health, safety, and general welfare, In particular, because of the technical, economic and regulatory volatility of the cable industry, the City must have regulatory flexibility if it is to meet its duty to the public while still granting a franchise. Accordingly, any renewal franchise must preserve the City's police powers, governmental authority, and regulatory flexibility to the maximum extent compatible with granting a franchise and with applicable law, The attached proposed franchise agreement recognizes the City's right to establish reasonable rules and regulations, which may be changed over the franchise term, consistent with applicable law, as required to protect the public health, safety, and general welfare, While courts have reached varying results in interpreting this provision, the intent of Congress is clear. See Ellrod & Miller, op. cU. 52 F. Compliance with Applicable Laws Many matters governing the operation and business practices of Mediacom are addressed by federal and state laws anti regulations, 102 The City's grant of any franchise is based on the assumption that the grantee would comply with such laws and regulations. Thus, Mediacom's compliance with applicable law is essential to the franchise and must be a condition of the continuation of the franchise under any franchise agreement. G. Severability Through the franchise, Mediacom is granted special rights to use unique public rights-of-way, To ensure that the operator does not essentially convert valuable City property to private purposes, among other reasons, the City imposes conditions on the operator's use of the rights-of-way to ensure that the City shares in the benefits that flow from the franchise grant. The grant would not be made, or would be made on different terms and conditions, if those benefits were not received. Franchise fees are imposed to help compensate the community for use of the public rights-of-way. However, as noted above, franchise fees are subject to a federal limitation that prevents the City from simply charging the fair value of the property Mediacom uses,I03 In the proposed RFRP, the difference between the fair value of the City's property and that limited franchise fee is made up by the PEG and I-Net support and other benefits provided by Mediacom, The combination of all these benefits represents the full compensation due to the City for Mediacom's use of the public rights- of-way. It is essential that this balance of benefits be maintained over the life of a renewal franchise. Undercharging Mediacom harms the City, and distorts marketplace economics by giving away valuable resources at below-market prices to certain users - in effect, subsidizing Mediacom by use of resources that belong to the City as a whole, Thus, the City must have the right to maintain the balance of benefits struck in the original franchise agreement. Yet changes in federal or state law over a franchise term could prevent the City from obtaining some of those benefits. It is impossible to predict how such changes might be made, or what sort of lawful reconstitution of the franchise agreement might be necessary to restore the original balance while remaining consistent with then-current federal and state law, For this reason, the franchise agreement should require Mediacom and the City to engage in good-faith negotiations to restore that balance if it is changed by federal or state law. 102 See, e.g., 47 U,S,c. §§ 554 (equal employment opportunity), 543 (rate regulation), 532 (leased access channels). 103 See 47 U,S.C. § 542(b). 53 H. Insurance Requirements and Indemnification Insurance and indemnification requirements are included in Mediacom's current franchise. 104 In order to ensure that'the City is adequately protected from damage or liability caused by Mediacom's operations, such requirements, updated appropriately for present-day conditions, are needed in any renewal franchise. I. Liquidated Damages If the City is to achieve the benefits intended under a renewal franchise, it is essential that Mediacom comply with applicable law and with its franchise agreement. The cable industry's record of compliance with its obligations has been uneven, In those instances where the harm to the City or community is definable, the franchisee must compensate the injured party in that amount. In some instances, however, the dollar value of the damage is difficult to compute. In these instances a liquidated damage amount must be set which is a reasonable estimate of the damage, but not intended to penalize the franchisee. The franchise agreement should include such a schedule, J. Penalties As noted above, Mediacom must comply with its franchise agreement and applicable law if the benefits intended in that agreement are to be achieved. One means by which the City may ensure this result is through penalties in its renewal franchise that may be applied as incentives for Mediacom's performance of its duties and compliance with the law, without the disruption involved in applying or threatening the extreme remedy of termination (including the procedural steps necessary to protect all parties' rights in the event of termination), Staff recommends that to the extent that penalties are applied to a franchisee, it would not be subject to liquidated damages for the same violation. K. Termination To ensure that Mediacom honors its franchise, the City must also provide for more serious remedies. These remedies - revoking or shortening the term of the franchise - are severe and reflect the seriousness of the conditions giving rise to their imposition. Any business relationship depends upon a satisfactory working relationship between the parties. No working relationship can be established and maintained if the franchisee lies or attempts to deceive, refuses to comply with key provisions of law or its agreed-upon obligations, or repeatedly violates law or its agreed-upon obligations, Additionally, given that Mediacom is the sole provider of cable service in the franchise area, it is important that subscribers not be disadvantaged by such potential misbehavior. Thus, a renewal franchise must make clear that in the event of termination, 104 See current Agreement at § 10.4. 54 Mediacom must ensure continuity of service for a reasonable time until a new cable operator begins to offer service, L. Relationship of Remedies The public's compensation for harm suffered should be as full and complete as possible, Thus, remedies must not be exclusive (except as noted above). Mediacom's franchise terms must ensure that those who use public property for business purposes bear the entire risk of that activity. M. Security Funds For reasons similar to those relating to insurance and indemnification above, the City requires that Mediacom under its current franchise maintain funds on which the City can draw as necessary to ensure that the City or other affected parties can be fully and promptly compensated for any damages, and that any necessary penalties or liquidated damages can be promptly recovered from the company. Currently, Mediacom maintains a performance bond in the amount of $500,000, in accordance with Section 10,3 of the current Franchise Agreement, and a security deposit of $100,000, in accordance with Section 10.2. With any cable operator, it is important to have funds available that secure performance, so that the operator cannot violate franchise provisions with impunity, leaving it to the City to bear the expense of going to court to protect itself or consumers. Whenever a violation occurs, funds must be readily available to pay for the resulting harm. Accordingly, under any renewal franchise Mediacom would be required to maintain a performance bond and security deposit in comparable amounts, adjusted for inflation: a bond of approximately $1 million and a security deposit of approximately $200,000, each to be replenished to the full original amount whenever drawn upon, to cover both construction-related claims and any penalties, liquidated damages, or other payments that may become due, Both instruments must be included in a new franchise. N. Abandonment Any renewal franchise would be granted in return for Mediacom's promise to provide service throughout its franchise area in accordance with the franchise agreement. Thus, a renewal franchise must ensure that the cable system can be kept operating, even if Mediacom were to breach its agreement and stop providing service. Thus, any renewal franchise must contain provisions to protect the City from a total or partial abandonment of the system. o. Conditions on Use of Public Rights-of-Way Franchises, from the beginning, have sought to protect public property used by utilities and others from harm and to insure that the property could be used by others. For example, a franchisee may need to cut open a road or bore under it to install or repair a 55 line. Improper restoration can leave a permanent bump or depression in the road, or even cause it to collapse. Thus, Mediacom's current franchise is subject to conditions regarding the use of the public rights-of-way in its Agreement.105 It is essential that a renewal franchise continue to protect' City property and make it safe and available for multiple users, including other utilities, particularly given the growth in right-of-way use by communications companies of all sorts over the past ten years. The conduit requirements discussed above represent one way of protecting the community against unnecessary, repeated trenching and construction. The City must have the flexibility to establish standards and procedures over time as required to strike an appropriate balance between Mediacom's interests in placing wires and cables pervasively throughout the City, and the varied interest of other entities and the general public in obtaining or sharing access. P. Customer Service Provisions The failure of cable operators to provide good customer service received national recognition in the 1992 amendments to the Cable Act and the minimum customer service standards adopted by the FCC.1O6 Those federal standards, however, recognize that additional or more stringent standards may need to be adopted by particular localities, based on specific conditions and on the behavior of particular cable companies. 107 The record shows that the cable industry as a whole is subject to widely varying, but frequently poor, performance with regard to customer service. Local communities have frequently found that changes in management, in market conditions, or simply in an MSO's policies may lead to substantial customer service problems even in areas formerly characterized by reasonably good customer relations. Hence, the proposed Ordinance adopts the federal minimum standards to establish initial basic standards for consumer protection, while leaving the City free to adopt additional or more stringent requirements as circumstances - or abuses - may require. Such provisions are applicable to any and all cable operators in the City. Q. Rate Regulation In 1992, Congress determined that it was necessary to protect subscribers from unreasonable rates for cable service and equipment. The City recognizes that rates are a significant source of subscriber complaints. At the same time, the FCC's current regime of rate regulation is unsatisfactory in many respects, Thus, the City should reserve its rights with respect to rate regulation in any renewal franchise, 105 See, e.g., current Agreement at § 7.6. 106 See 1992 Act, 106 Stat. 1484 (Oct. 5, 1992), § 2(b)(4)-(5); 47 U.S.c. § 552; 47 C.F.R. § 76.309. 10747 C.F.R. § 76.309(b). 56 The CBG Report includes comments and recommendations from citizens and institutions regarding needs and interests for affordable prices and discounts for cable system services. In particular, caregivers and community service organizations that serve senior citizens have noted the benefits of reduced rates for Internet access for the population they serve,I08 Pursuant to federal law, the RFRP does not include specific requirements with respect to such rates or discounts, R. Reports and Records Mediacom's current franchise is subject to provisions regarding books, records, inspections, audits, reports, and similar requirements.l09 These provisions are included for several purposes: for example, so that the City is able to determine whether the operator is complying with the franchise and with applicable law; whether the franchisee is paying the required fees; and whether the City should be taking additional steps to protect its interests and those of subscribers, Mediacom must maintain open records and submit regular reports to the City - among other things, to help the City identify problems with the company's performance and ensure that those faults are corrected, s. Non-Discrimination Federal law expressly recognizes the need to include provisions prohibiting discrimination among subscribers or persons requesting cable service in a franchise or cable ordinance. 1 10 Such provisions reflect the City's needs and interests in ensuring that the widest possible range of City residents have access to cable service, and that Mediacom, as an entity receiving public benefits, must deal fairly with all segments of the community in utilizing those benefits. Any renewal franchise must recognize that the City will maintain provisions to prevent discrimination. T. Other Matters As noted above, the discussion above is not exhaustive. Mediacom's proposal must include any provisions reasonably necessary to ensure that the proposal meets the City's needs and interests. 108CBGReportatpp.14,31-32,34.. 109 See, e,g., current Agreement at §§ 8.1, 8.2, 110 See 47 U.S.C. §§ 541(a)(3), 543(e). 57 PART 3: FINANCIAL ISSUES I. FINANCIAL OUALIFICATIONS In this Report's analysis, City staff has taken into account the cost of each future cable-related need and interest and finds it reasonable to require Mediacom to meet those needs and interests, The level of commitment expected of Mediacom is similar to that found in other franchise agreements. Moreover, the attached draft RFRP requests Mediacom to provide detailed financial infonnation that may be used to confirm or refute any claim that particular requirements are not reasonable. To the extent that Mediacom claims that it cannot or will not meet the City's needs and interests due to cost, Mediacom must demonstrate its financial claims in its proposal, showing all assumptions and providing full supporting information sufficient to allow the City to replicate Mediacom's analysis, including but not limited to full information regarding Mediacom's revenues and profits at both the system level and for each parent company. At the same time, pursuant to federal law, Mediacom must also show among other things that it has the financial ability to provide the services, facilities, and equipment set forth in its proposal. III Mediacom is solely responsible for providing sufficient infonnation in its proposal to satisfY any reasonable person that these requirements have been met. At the same time, to enable the City to resolve any potential disputes over the adequacy of such information, the City reserves the right to require Mediacom to provide such further financial data, at the times and in the manner prescribed by the City, as the City reasonably deems necessary or useful to resolve any financial issues. Because the City's review of any proposal may be subject to specific deadlines under applicable law, Mediacom must provide all relevant infonnation at the time of the proposal itself, and must be prepared to respond to any further infonnation requests according to deadlines set by the City, Mediacom must also agree to toll the City's deadline for acting on a proposal at the City's request if Mediacom is unable or unwilling to produce requested information according to deadlines set by the City. To the extent pennitted by applicable law, failure to provide such financial information may serve as a basis for denial of Media com's proposal. II. COMPETITION In the City, just as Congress found for the nation as a whole, the incumbent cable operator is not yet subject to real competition.112 The City strongly favors fair and vigorous competition in the provision of cable service, Prospective cable operators are III See 47 U,S.C, § 546(c)(1)(C). 112 See 47 U,S,c. § 543(/); 1992 Act at § 2(a)(2), 58 encouraged to contact. the City, which will make every effort to facilitate competition in a manner consistent with state law, Under federallaw, however, Mediacom's renewal proposal must be evaluated on its own merits, based on the criteria specified in the federal Cable Act. A franchising authority may not declare a cable operator's proposal umeasonable and deny renewal based on another party's willingness to provide a more attractive offer. I 13 Thus, while the City welcomes potential competitive applications, the review of Mediacom's renewal proposal is not - and under federallaw cannot be - a competitive bid process. 113 See 47 U,S.c. § 546(c)(1); 1984 House Report at 74. 59 PART 4: MEDIACOM'S PAST PERFORMANCE; CONCLUSION The City has briefly reviewed Mediacom's past performance under its current franchise, It does not appear that any of the faults identified has had a major impact on Mediacom's overall performance. However, where necessary, the above description of the City's needs and interests takes into account such previous difficulties in determining what terms and conditions would be required in any renewal proposal in response to the RFRP, In order to qualify for a renewal of its franchise, Mediacom must meet the City's future cable-related community needs and interests, taking into account the cost of meeting such needs and interests, and demonstrate the financial, legal, and technical ability to provide the services, facilities, and equipment as set forth in its proposal. If this Report is accepted, the City shall issue the attached draft Request for Renewal Proposals, and require that the proposal demonstrate that Mediacom fully meets all the conditions set forth in this Report and the Request, before the Council considers whether to grant a renewal franchise to Mediacom. 60 CABLE RIGHT-OF-WAY ORDINANCE CITY OF DUBUQUE, IOWA [date] CABLE RIGHT-OF-WAY ORDINANCE CITY OF DUBUQUE, IOWA Page TITLE 1: GENERAL PROVISIONS ................................................................................................ 4 1. Legislative Findings ."..,......,."..".".....".".."."...,....."."..,..".,..,..,..,..,.".".....,.".",.,4 2. Purposes..,.."..,..,..".....".".".."..,..,.."."..".,....".".",.".".."....".".".".,..,..,..,.""".".. 4 3. Rules of Construction"........"."..,..",....".".",.",.".,......"."",.".".,.....".".""".......,.5 4. Definitions ".,.."....,...".",.".,......"."""."..,......,...""".""".........."""".,.........""",.., 5 5. Authority ."."."."..".".",.".,...".".",."."........",.",."."..,........".".".".,......",."""..",7 6. Reservation of Rights: Police Power....................................................................... 7 7. Title".""..,.".."."."..,.."."..,..,...,.."."..,..,.......".",."."..".,......,..,.".".".,........"."."", 7 8. Authorization Required....,.".",."."..,.."..".".",."..".....,."."",..".,........,."."",........7 9. Construction Standards.."""........,..".",.".,.......,.....".","""."....,..".,.""""........".,7 10. Placement of Facilities, ...................................,............................,................,..,...... 9 11. Relocation of Facilities. ........................................................................................ 10 12, Restoration. .."."..,.",.".".."."..,..".".",."..".....,..".,".".",.,.."....,."""".".,........",,10 13. Work Permits ....................................................................................................... 11 14. Business license ................................................................................................... 11 15. Reimbursement of Costs ...................................................................................... 11 16. Administration,.""".",........"",."."..,..".....,,"",.".."."",.....,...,.".".".".........."",., 11 17. Audits,.."."""",........".".".."........".",.,,.".."",........."."""."."",..........,."""",......12 18. Reports and Records...".,...,...,.".",."."..,...........,.".",.,,."",..,...........,.".".".,.,...... 12 19. Bond or Letter of ..Credit...............................................,.......................,..,........... 14 20, Insurance..."."."""."......,.".."."..,...,..,..,..,,.",.",.""".".,.,........."",.".".".,..........,,14 21. Enforcement.".".,......,..",."."."..,.."..".".",.,,.",."..".".,......,..".".,..,."",.....,.".",., 14 22. Indemnification.."....."."..,..".".".....".",."."..,,..".,...,.....".".".".".,..,..,..,..,.",.".,,16 23. Severability .".""".,.....",."."""."",......,.",.".",.".."."",......,..,.".".".""..,.....,..,.",17 TITLE 11 1. 2. 3. 4. S. 6. 7. 8. 9. 10. 11. 12. CABLE COMMUNICATIONS."."",............".",."""."."..,,.,............,.".".".".,...........17 General Provisions ...............................................................................,..,.............17 Grant of Franchise ..".",."."..,..".".........".".",.".",."..,...,..,..............."""""".......22 Construction Standards ".",."."",..,..,...,..".",.".",."",.."."..,.,..,......."",.""""",..29 Use of Public Property......".".",."."..".,....,................,.,,..".".".""""..............,.".30 Interference with Public Projects ......................................................................... 31 Consumer Protection,.,.....,.."."..,..".".."..,.."...,..,.....".,,.."""""."."",.,......,.....,.,31 Rate Regulation ..,...,.".."."."..,.."..,...,.....,...,..".."."..,..".,,.".".".".,.........,.".".",,41 Franchise Fee ,."..,..........,.".",."."",..",."..,...................,...,."",."""....,...............,.41 System Tests and ..Inspections.......................,........................................,..,......... 42 Insurance....,........"."""."."..,...,."..,.........,,.".",."""."""""".".""........,."."","".,43 Reports and Records - Cable..............................................................................., 44 Performance Guarantees And Penalties ............................................................... 47 2 13. 14. 15. Transfers ,."."..,..,.."."..".,....,.".".".........".".",.".....,...,..".".".".,.......".".".,..,.....49 Rights Of Individuals Protected...............................,.......................,................." 53 Miscellaneous Provisions...,.".".",.,......".".",.""".,.........".""".",..........".",......,.54 TITLE Ill: OPEN VIDEO SYSTEMS............................................................................................,54 1. Applicability of Ordinance. .................................................................................. 54 2. Application for Open Video System Authorization. ............................................ 55 3. Fee In Lieu of Franchise Fee.................................................................................. 55 4. Public, Educational, and Governmental Access Obligations. .............................,55 5. Right-of-Way Usage,......".".",.".".,..........".",."""."."."..,.......,.."."",.".,...........56 3 TITLE I: GENERAL PROVISIONS ORDINANCE NO, -- AN ORDINANCE AMENDING T'HE CODE OF ORDINANCES OF THE CITY OF DUBUQUE, IOWA, BY ADOPTING A NEW ORDINANCE NO, - TO REGULATE THE CONDITIONS REQUIRED AND MANNER OF USE OF THE PUBLIC RIGHTS-OF-WAY, Be it ordained by the Council of City of Dubuque, Iowa as follows: Section 1. The Code of Ordinances of the City of Dubuque, Iowa is hereby amended by adding the following: TITLE I: GENERAL PROVISIONS 1. Legislative Findings The City Council hereby finds and declares: (1) that the public rights-of-way within the City can be partially occupied by public utilities and other service entities for facilities used in the delivery, conveyance, and transmission of services rendered for profit, to the enhancement of the health, welfare, and general economic well-being of the City and its citizens; (2) that the public rights-of-way within the City are physically limited so that proper management by the City is necessary to maximize the efficiency and to minimize the costs to the taxpayers of the foregoing uses, to prevent foreclosure of future uses through premature exhaustion of available right-of-way capacity, and to minimize the inconvenience to the public from such facilities' construction, emplacement, relocation, and maintenance in the rights-of-way; (3) that the use of the public rights-of-way by multiple users renders more pressing the City's right-of-way management responsibilities; (4) that the public rights-of-way within the City are valuable public property acquired and maintained by the state and the City at great expense to the taxpayers: and (5) that the right to occupy portions of such public rights-of-way for limited times for the business of providing utility and cable services is a valuable economic asset 2, Purposes The City Council adopts this ordinance to better- (1) manage a limited resource to the long-term benefit of the public: TITLE I: GENERAL PROVISIONS (2) recover the costs of managing the public rights-of-way; (3) minimize inconvenience to the public occasioned by the emplacement and maintenance of facilities in the public rights-of-way: (4) prevent premature exhaustion of capacity in the public rights-of-way to accommodate communications and other services; and (5) promote competition in the provision of communications service in the City and ensure that citizens have a wide variety of services available to them by establishing clear and consistent rules by which providers may occupy the public rights-oF-way. 3. Rules of Construction When not inconsistent with the context, words used in the present tense include the future tense; words in the plural number include the singular number, and words in the singular number include the plural number; and the masculine gender includes the feminine gender. The words "shall" and "will" are mandatory, and "may" is permissive. Unless otherwise specified, references to laws, ordinances or regulations shall be interpreted broadly to cover government actions, however nominated, and include laws, ordinances and regulations now in force or hereinafter enacted or amended. 4, Definitions For the purposes of this Ordinance, the following terms, phrases, words, and abbreviations shall have the meanings given herein, unless otherwise expressly stated. Unless otherwise expressly stated, words not defined herein shall be given the meaning set forth in Title 47 of the United States Code, as amended, and, if not defined therein, their common and ordinary meaning. (1) Affiliate, when used in relation to any person, means another person who de facto or de jure owns or controls, is owned or controlled by, or is under common ownership or control with, such person. (2) City. City of Dubuque, Iowa, and any agency, department, or agent thereof. (3) Citv Manager means the person appointed pursuant to City of Dubuque Code of Ordinances § 2-105. (4) Communications Facility or Communications Svstem means facilities for the provision of communications services, as that term is defined herein. 5 TITLE I: GENERAL PROVISIONS (5) Communications Services means telecommunications services, interactive computer services, and any other services involving the transmission of information by electronic or optical signals, except that it shall not include cable service as that term is used in the Cable Communications Policy Act of 1984, as amended. (6) Council means the principal governmental body of the City of Dubuque, Iowa, its officers, or a representative person or entity as may be designated to act on its behalf, (7) Facility or Facilities means any cable system and/or any tangible asset in the public rights-of-way used to provide cable service. (8) Federal Communications Commission (or FCC) means the Federal Communications Commission or any successor. (9) Franchise means an authorization granted by the City to a person to construct, maintain, or emplace facilities generally upon, across, beneath, and over the public rights-of-way in the City. (10) Franchise Agreement means a contract entered into between the City and a Grantee that sets forth the terms and conditions under which the franchise may be exercised. (11) Grantee means a person that has been granted a franchise by the City. (12) Owner or operator of a facility means any person which has a possessory interest in such facility or which controls or is responsible for, through any arrangement, the management and operation of such facility. (13) Person means any individual, corporation, partnership, association, joint stock company, trust, governmental entity, or any other legal entity, but not the City. (14) Public Rights-of-Wav means the surface and space above, on, and below any public highway, avenue, street, lane, alley, boulevard, concourse, driveway, bridge, tunnel, park, parkway, waterway, dock, bulkhead, wharf, pier, public easement, or right-of-way within the City in which the City now or hereafter holds any property interest which, consistent with the purposes for which it was dedicated or otherwise acquired, may be used for the purpose of constructing, operating, and maintaining a facility. Telecommunications has the meaning ascribed to it in 47 U.S.e. § 153(43). (15) (16) Telecommunications Service has the meaning ascribed to it in 47 USe. § 153(46). (17) Work permit means an authorization issued by the City to enter upon the public rights-of-way at specified times and places to erect, construct, emplace, or otherwise work on facilities. 6 TITLE I: GENERAL PROVISIONS 5, Authority This ordinance is adopted pursuant to the City's powers, including but not limited to those under Section 38A of the Iowa ConstitUtion and Section 364.2 of the Iowa Code. 6, Reservation of Rights; Police Power No regulation shall estop or limit the City in the full exercise of its governmental powers to protect the health and safety of the public, and all its governmental powers may be fully exercised except as expressly provided to the contrary herein, In particular, and without limitation, the City expressly reserves the right to amend this Ordinance from time to time in the exercise of its governmental powers. 7. Title This Ordinance is known and may be cited as the "Dubuque Right-of-Way Use Ordinance." 8. Authorization Required (1) No person shall install, erect, hang, lay, bury, draw, emplace, construct, reconstruct, maintain, or operate any facility upon, across, beneath, or over any public right-of- way in the City or other City property without first obtaining from the City the necessary authorization required under local, state or federal law. (2) An owner or operator of facilities may be required to hold different authorizations for its use of the public rights-of-way to provide different services. For example, and without limitation, the owner or operator of facilities that provides both cable service and telephone service must obtain both a cable franchise and any authorization needed to provide telephony. 9. Construction Standards, (1) Construction, operation, maintenance, and repair of facilities shall be in accordance with all applicable law and regulation, and with sound industry practice. All safety practices required by law shall be used during consttUction, maintenance, and repair of facilities. (2) No Grantee or holder of any work permit for any facility shall dig, trench, or otherwise excavate in the public rights-of-way without complying with the provisions of Iowa's with the Iowa One-Call System, Iowa Code § 480.3 ct. scq., or its successor. (3) An owner or operator shall at all times employ at least ordinary care and shall install and maintain in use commonly accepted methods and devices preventing failures and accidents that are likely to cause damage, injury, or nuisance to the public (4) In the event of a conflict among codes and standards, the most stringent code or standard shall apply (except insofar as those standard, if followed, would result in a 7 TITLE 1: GENERAL PROVISIONS system that could not meet requirements of federal, state or local law, or is expressly preempted by other such standards). (5) A Grantee shall have the authority to trim trees that overhang public rights- of-way of the city so as to prevent the branches of such trees from coming in contact with the facilities of the Grantee or registrant. Notwithstanding that grant of authority, if the Grantee or registrant performs the work, it shall be fully liable for any damages caused thereby, and shall be responsible for replacing damaged trees and shrubs. Grantee or registrant shall be responsible for notifying abutting property owners prior to trimming trees and shall obtain permission from the City Manager or the City Manager's designee. At the option of the City, such trimming may be done by it. (6) Construction Schedule. Every owner or operator shall, at least 30 days prior to commencing significant construction activity (including a significant rebuild, upgrade, or repair to existing facilities) upon, across, beneath, or over any public right-of-way in the City or other City property, specify in writing the date on which the owner or operator anticipates it will begin construction and the approximate length of time required for such construction. (7) Coordination of Construction With the City. Prior to the erection, construction, upgrade, or rebuild of any facilities in the public right-of-way, the owner or operator of such facilities shall first submit to the City for approval a concise description of the facilities proposed to be erected or installed, including engineering drawings, if required by the City, together with maps and plans indicating the proposed location of all such facilities. The owner or operator shall provide the best information it has in such reasonable format as may be specified by the City for the City's planning function No such erection or construction shall be commenced by any Person until approval therefor has been received from the City. (8) Coordination of Construction With Third Parties. Developers or other parties planning the construction or opening of streets in the City shall provide reasonable notice to the owners or operators of facilities subject to this Ordinance so that joint trenching and joint emplacement of facilities may be conducted wherever practicable. Such owners and operators shall similarly provide notice to each other and to any relevant developers, for the same purpose. The City shall maintain a list of owners and operators of facilities subject to this Ordinance for reference by other parties. (9) Contractors and Subcontractors. Any contractor or subcontractor used for work or construction, installation, operation, maintenance, or repair of facilities in the public rights-of-way must be properly licensed under laws of the State and all applicable local ordinances. Each contractor or subcontractor shall have the same obligations with respect to its work as an owner or operator of the facility would have if the work were performed by the owner operator. An owner or operator shall be responsible for all activities carried out by its contractors, subcontractors and employees at the owner or operator's request. (lO) Publicizing Proposed Construction Work The owner or operator of facilities in the public rights-of-way shall notify the public prior to commencing any construction that will significantly distUrb or disrupt public property or have the potential to 8 TITLE I: GENERAL PROVISIONS present a danger or affect the safety of the public generally, Written notice of such construction work shall be delivered to the City at least one week prior to commencement of that work. Notice shall be provided to those persons most likely to be affected by the work in at least two of the following ways: by telephone, in person, by mail, by distribution of flyers to residences, by publication in local newspapers, or in any other manner reasonably calculated to provide adequate notice. If an owner or operator must enter a building or other structure, it must schedule an appointment at the reasonable convenience of the owner or resident. 10. Placement of Facilities. (1) All facilities shall be installed and located to minimize interference with the rights and convenience of other property owners. (2) An owner or operator of a facility shall not place facilities, equipment, or fixtures where they will interfere with any other facilities, or obstruct or hinder in any manner the various utilities serving the residents of the City or their use of any public rights-of-way. (3) The City may reasonably direct the specific placement of facilities to ensure that users of the public rights-of-way do not interfere with each other and that the public rights-of-way are used safely and efficiently. (4) Every Grantee that ceases operating or maintaining any facility shall, upon written request of the City within two years or the cessation or maintenance of such facility, promptly remove it. Should the Grantee neglect, refuse, or fail to remove such facility, the City may remove the facility at the expense of the Grantee. The obligation to remove shall survive the termination of the franchise or license for a period of two years and shall be bonded. (5) No owner or operator of a facility shall erect new aerial plant in or on a public right-of-way in which one or more public service providers (electricity, telephone, cable television) has placed its lines underground, or in an area which the City has by ordinance forbidden new aerial plant to be constructed or existing aerial plant to be maintained. (6) If at any time the City determines that existing wires, cables or other likc facilities of public utilities anywhere in the City shall be changed from an overhead to underground installation, the owner or operator of a facility shall at the owner or operator's sole expense convert its system in that location to an underground installation. (7) A Grantee shall use, with the owner's permission, existing poles, conduits and other facilities whenever feasible. A Grantee may not erect poles, conduits, or other facilities in public rights-of-way without the express permission of the City. Copies of agreements for use of conduits or other facilities shall be filed with the City upon City request. (8) To the extent practicable, above-ground equipment placed on private property shall be placed at the location requested by the property owner. An owner or operator shall provide affected homeowners with at least ten days' advance written notice of its plans to 9 TITLE I: GENERAL PROVISIONS install such equipment, and shall make reasonable efforts to confer with such homeowners before any work is done. (9) Whenever above-ground equipment is placed on private property, the operator shall either provide landscaping camouflage acceptable to the property owner, at the operator's expense, or shall provide a cash allowance to the property owner for such landscaping in the amount of $200 in 2000 dollars, adjusted annually for inflation based on the Consumer Price Index. An operator may provide such allowance either in the form of a credit against customer billings, if the property owner is a customer, or in the form of a cash payment. ll, Relocation of Facilities. (1) The owner or operator of a facility on or within the public rights-of-way shall, at its own expense, upon written notice from the City reasonably in advance, promptly relocate any facility located on or within the public rights-of-way as the City may deem necessary or appropriate to facilitate the realignment, reconstruction, improvement or repair of public streets, sidewalks, curbs, drains, sewers, and public improvements of any sort; provided, however, that a operator may be permitted to abandon any property in place with the written consent of the City. (2) If any removal, relaying, or relocation is required to accommodate the construction, operation, or repair of the facilities of another person that is authorized to use the public rights-of-way, an owner or operator of a facility shall, upon thirty (30) days' advance written notice, take action to effect the necessary changes requested by the responsible entity. The City may resolve disputes as to responsibility for costs associated with the removal, relaying, or relocation of facilities as among entities authorized to install facilities in the public rights-of-way if the parties are unable to do so themselves, and if the matter is not governed by a valid contract between the parties or a state or federal law or regulation. (3) In the event of an emergency, or where a facility creates or is contributing to an imminent danger to health, safety, or property, the City may remove, relay, or relocate any or all parts of that communications system without prior notice. 12. Restoration. (1) If an owner or operator of a facility disturbs a pavement, sidewalk, driveway or other surfacing, or landscaping, either on private property or in public rights,of, way, the owner or operator shall, in a manner approved by the City, replace and restore all pavement, sidewalk, driveway or other surfacing, or landscaping disturbed, in substantially the same condition and in a good, workmanlike, timely manner, in accordance with any standards for such work set by the City. Such restoration shall be undertaken within no more than ten (10) days after the damage is incurred, and shall be completed as soon as reasonably possible thereafter. The owner or operator shall guarantee and maintain such restoration for at least one year against defective materials or workmanship. 10 TITLE 1: GENERAL PROVISIONS (2) In the event of an owner or operator of a facility to complete any work required for the protection or restoration of the public rights-of-way, or any other work required by City law or ordinance, within the time specified by and to the reasonable satisfaction of the City, the City, following notice and an opportunity to cure, may cause such work to be done, and the an owner or operator of a facility shall reimburse the City the cost thereof within thirty (30) days after receipt of an itemized list of such costs; or the City may recover such costs through the security fund provided by an owner or operator of a facility. (3) Any and all public rights-of-way, public property, or private property that is disturbed or damaged during the construction, repair, replacement, relocation, operation, maintenance, or reconstruction of a system shall be promptly repaired by the an owner or operator of a facility. B. Work Permits (1) No person shall install, erect, hang, lay, bury, draw, emplace, construct, or reconstruct any facility upon, across, beneath, or over any public right-of-way in the City, or enter into the public rights-of-way to work on a facility, without first obtaining a work permit therefor from the City Manager or the City Manager's designee pursuant to City of Dubuque Code of Ordinances § 41-61. (2) An authorization under this Ordinance shall not render unnecessary or take the place of such work permits. 14. Business License A franchise under this Ordinance does not render unnecessary or take the place of any generally applicable business license that may be required by the City for the privilege of transacting and carrying on a business within the City generally. 15. Reimbursement of Costs All Grantees will reimburse the City for its internal and out-of-pocket costs, including but not limited to attorneys' and consultants' fees, actUally and reasonably incurred by the City in connection with application for a franchise under this Ordinance, as determined by the City after it takes action on the application. Any application fee submitted with the application will be credited against this amount. The Applicant will remit to the City payment for such costs within thirty days of its receipt of the City's invoice. 16. Administration The City Manager or his or her designee shall- (1) collect any applicable fees from all owners or operators of facilities using public rights-of-way in the City; 11 TITLE 1: GENERAL PROVISIONS (2) audit any franchise fees or payments owed to the City; (3) publish from time to time a schedule of application and hearing fees, which shall be designed to recover the City's costs in processing applications hereunder and may provide specially for hearing fees in those cases where hearings are required; (4) be responsible for the continuing enforcement of all terms and conditions of franchises under this Ordinance. 17. Audits Each owner and operator of facilities in the public rights-of-way shall maintain books, records, and plant accounts sufficient to document its obligations for any fee or payment owed pursuant to the City Code. Such books, records, and accounts shall be maintained and available for inspection for a period of four years; provided, however, that such books, records, and accounts shall be maintained and available during the continuation of any audit by or on behalf of the City commenced during such four-year period or during any dispute or litigation with respect thereto. 18. Reports and Records. (I) Open Books and Records: (A) The City shall have the right to inspect and copy at any time during normal business hours at the nearest office of an owner or operator of facilities, or at such other location as the City may reasonably designate, all books, receipts, maps, records, codes, programs, and disks or other storage media and other like material which the City reasonably deems appropriate in order to monitor compliance with the terms of this Ordinance or applicable law. This includes not only the books and records of the operator, but any books and records held by an Affiliate, or any contractor, subcontractor or any person holding any form of management contract for the facilities in the public rights-of-way to the extent such books or records relate to the facilities. An owner or operator is responsible for collecting the information and producing it at a location as specified above. (B) Access to an owner or operator's records shall not be denied on the basis that said records contain "proprietary" information. Any confidential information received by the City shall remain confidential insofar as permitted by the Iowa Opens Records Act, Iowa Code Chapter 22, and other applicable state and federal law. (2) Annual Report: 12 TITLE 1: GENERAL PROVISIONS Unless this requirement is waived in whole or in part in writing by the City, no later than 90 days after the end of its fiscal year, each owner or operator of facilities in the Public Rights-of-Way shall submit a written report to the City, in a form directed by the City, which shall include: (A) (B) (3) An organizational chart showing all corporations or partnerships with more than a five (5) percent ownership interest in the owner or operator, and the nature of that ownership interest (limited partner, general partner, preferred shareholder, etc.); and showing the same information for each corporation or partnership that holds such an interest in the corporations or partnerships so identified, and so on until the ultimate corporate and partnership interests are identified. Detailed, updated maps depicting the location of all facilities in the City. Special Reports Unless this requirement is waived in whole or in part by the City, the owner or operator of facilities in the public rights-of-way shall deliver the following special reports to the City (A) (B) An owner or operator shall submit monthly construction reports to the City for any major construction undertaken in the public rights-of-way until such construction is complete. The owner or operator must submit updated as-built system design maps to the City, or make them available for inspection with notice of their availability, within 30 days of the completion of system construction in any geographic area. These maps shall be developed on the basis of post-construction inspection by the owner or operator and construction personnel. Any departures from design must be indicated on the as-built maps, An owner or operator must submit a copy and brief explanation of any request for protection under bankruptcy laws, or any judgment related to a declaration of bankruptcy by the owner or operator or by any partnership or corporation that owns or controls the owner or operator directly or indirectly. (4) Records Required. An owner or operator of facilities in the public rights- of-way shall at all times maintain: (A) A full and complete set of plans, records, and "as built" maps showing the exact location of all equipment installed or in use in the City, exclusive of customer service drops. 13 TITLE I: GENERAL PROVISIONS (B) A file showing its plan and timetable for future major construction of the facilities. (5) Voluminous Materials: If any books, records, maps or plans, or other requested documents are too voluminous, or for security reasons cannot be copied and moved, then an owner or operator of facilities in the public rights-of-way may request that the inspection take place at some other location, provided that (I) the owner or operator must make necessary arrangements for copying documents selected by the City after review: and (2) the owner or operator must pay all travel and additional copying expenses incurred by the City in inspecting those documents or having those documents inspected by its designee, as charges incidental to the enforcing of the owner or operator's franchise or other authorization for use of the public rights-of-way. 19, Bond or Letter of Credit No person shall install, erect, hang, lay, bury, draw, emplace, construct, reconstruct, maintain, or operate any facility upon, across, beneath, or over any public right-of-way in the City or other City property until the owner or operator shall have filed with the City Manager a bond and/or letter of credit, in a form acceptable to the City, running in favor of the City, to guarantee the obligations of the owner or operator under this Ordinance and applicable law. The amount of the bond or letter of credit shall be no less than the reasonable cost of removal of the facilities and restoration of any affected public rights-of-way or other property pursuant to this Ordinance. 20. Insurance An owner or operator shall maintain insurance covering its facilities and operations in the public rights-of-way, as specified in a specific title herein or in its franchise agreement. 21. Enforcement (1) Penalties. For violation of provisions of this Ordinance or its authorization under this Ordinance, including but not limited to the following, penalties shall be assessable against an owner or operator and shall be chargeable to its performance bond and/or letter of credit in any amount up to the limits specified in City of Dubuque Code of Ordinances Chapter 2, at the City's discretion: (A) For failure to supply information, reports, or filings lawfully required under applicable law or agreements; 14 TITLE 1: GENERAL PROVISIONS (B) (C) (D) For failure to render payments due under this Ordinance, any applicable agreement or applicable law; For failure to file, obtain or maintain any required performance bond or letter of credit in a timely fashion; For failure to restore damaged property. (2) In addition to any other remedies hereunder, the City may seek an injunction to mitigate or terminate a violation, or employ any other remedy available at law or equity, including but not limited to imposition of penalties pursuant to Section 21(1). (3) Any failure of the City to insist on timely performance or compliance by any person shall not constitute a waiver of the City's right to later insist on timely performance or compliance by that person or any other person. (4) Termination on account of certain assignments or appointments (A) To the extent not prohibited by the United States Bankruptcy Code, an authorization under this Ordinance shall terminate automatically by force of law one hundred twenty calendar days after an assignment for the benefit of creditors or the appointment of a receiver or trustee (including a debtor-in-possession in a reorganization) to take over the business of the owner or operator, whether in bankruptcy or under a state law proceeding; provided, however, that such authorization shall not so terminate if, within that one-hundred-twenty-day period: (i) (ii) (iii) Such assignment, receivership or trusteeship has been vacated; or Such assignee, receiver, or trustee has cured any defaults and has fully complied with the terms and conditions of this Ordinance and any applicable agreement and has executed an agreement, approved by any court having jurisdiction, under which it assumes and agrees to be bound by the terms and conditions of this Ordinance and any applicable agreement. In the event of foreclosure or other judicial sale of any of the facilities, equipment, or property of an owner or operator of facilities in the public rights-of-way, its authorization under this Ordinance shall automatically terminate thirty (30) calendar days after such foreclosure or sale, unless: 15 TITLE 1: GENERAL PROVISIONS (a) The City has approved a transfer to the successful bidder; and (iv) (b) The successful bidder has covenanted and agreed with the City to assume and be bound by the terms and conditions binding its predecessor. Any mortgage, pledge or lease of facilities in the public rights-of-way shall be subject and subordinate to the rights of the City under this Ordinance, any applicable agreement, and other applicable law. (B) If a franchise under this Ordinance is terminated for any reason, the City may, at its discretion, require the Grantee to remove its facilities from the public rights-of-way and to restore the public rights-of-way to their prior condition at the owner or operator's expense, or that of their sureties. 1£ an owner or operator whose authorization has been terminated fails, after reasonable notice from the City, to remove its facilities from the public rights-of- way, such facilities shall be deemed abandoned and ownership forfeited to the City. (5) All remedies specified in this Ordinance are cumulative unless otherwise expressly stated. The exercise of one remedy shall not foreclose use of another, nor shall the exercise of a remedy or the payment of liquidated damages or penalties relieve an operator of its obligations to comply with this Ordinance. (6) The owner or operator shall pay any penalty assessed in accordance with this Section 21 within fourteen (14) days after receipt of notice from the City of such penalty. (7) The City may reduce or waive any of the above-listed penalties for good cause shown. 22. Indemnification (1) An owner or operator of facilities in the public rights-of-way shall, at its sole cost and expense, indemnify, hold harmless, and defend the City, its officials, boards, commissions, commissioners, agents, and employees, against any and all claims, suits, causes of action, proceedings, and judgments for damages or equitable relief arising out of the construction, maintenance, or operation of its facilities in the public rights-of-way, or the conduct of the owner or operator's business in the City, or in any way arising out of the owner or operator's activities in the City's public rights-of-way, regardless of whether the act or omission complained of is authorized, allowed, or prohibited by this Ordinance. 16 TITLE II: CABLE COMMUNICATIONS (2) The indemnity provided under Section 22(1) includes, but is not limited to, the City's reasonable attorneys' fees incurred in defending against any such claim, suit, or proceeding. Recovery by the City of any amounts under insurance, the performance bond or letter of credit, or otherwise shall not limit in any way a person's duty to indemnify the City, nor shall such recovery relieve a person of its obligations pursuant to an authorization under this Ordinance, limit the amounts owed to the City, or in any respect prevent the City from exercising any other right or remedy it may have. 23. Severability. If any term, condition, or provision of this Ordinance shall, to any extent, be held to be invalid or unenforceable, the remainder hereof shall be valid in all other respects and continue to be effective. In the event of a subsequent change in applicable law so that the provision which had been held invalid is no longer invalid, said provision shall thereupon return to full force and effect without further action by the City and shall thereafter be binding on owners and operators. TITLE II: CABLE COMMUNICATIONS 1. General Provisions (1) Title. This Title II shall be known and may be cited as the "City Cable Communications Regulatory Code," (2) Further Findings and Purpose. The City of Dubuque, Iowa ("City") finds that the further development of cable communications may result in great benefits for the people of the City. Cable technology is rapidly changing, and cable plays an essential role as part of the City's basic infrastructure. Cable television systems permanently occupy and extensively make use of scarce and valuable public rights-of-way, in a manner different from the way in which the general public uses them, and in a manner reserved primarily for those who provide essential services to the public subject to special public interest obligations, such as utility companies. A cable company typically operates a monopoly in its service area, or faces very limited competition; thus, the grant of a franchise has the effect of giving the holder extensive economic benefits and placing the holder in a position of public ttUst. The City finds that public convenience, safety, and general welfare can best be served by establishing regulatory powers vested in the City or such persons as the City so designates to protect the public and to ensure that any franchise granted is operated in the public interest. Further, it is recognized that cable systems have the capacity to provide not only entertainment and information services to the City's residents, but can provide a variety of broadband, interactive communications services to institutions and individuals. Many of these services involve City agencies and other public institutions. (3) In light of the foregoing, the following goals, among others, underlie the provisions set forth in this Title: 17 TITLE II: CABLE COMMUNICATIONS (A) (B) (C) (D) (E) Cable should be available to as many City residents and businesses as possible. A cable system should be capable of accommodating both present and reasonably foreseeable future cable-related needs of the City A cable system should be constructed and maintained during a franchise term so that changes in technology may be integrated to the maximum extent possible into existing system facilities A cable system should be responsive to the needs and interests of the local community, and shall provide the widest possible diversity of information sources and service to the public. A cable operator should pay fair compensation to the City for the occupation and use of scarce and valuable local public rights-of- way, (4) The City intends that all provisions set forth in this Ordinance be construed to serve the public interest and the foregoing public purposes, and that any franchise issued pursuant to this Ordinance be construed to include the foregoing findings and public purposes as integral parts thereof. (5) Delegation of Powers. The City may delegate the performance of any act, duty, or obligation, or the exercise of any power, under this Ordinance or any franchise agreement to any employee, officer, department or agency of the City, except where prohibited by applicable law. (6) Definitions. (A) (B) (C) Access Channel. Any channel on a cable system set aside by a Grantee for public, educational, or governmental use. Basic Service. That Cable Service tier which includes all signals of domestic television broadcast stations provided to any subscriber (except a signal secondarily transmitted by satellite carrier beyond the local service area of such station, regardless of how such signal is ultimately received by the Cable System); any public, educational, and governmental programming required by the franchise to be carried on the basic tier; and any additional video programming signals added to the basic tier by the cable operator Cable Act. The Cable Communications Policy Act of 1984, 47 U.S.C §§ 521 et seq., as amended from time to time. 18 TITLE II: CABLE COMMUNICATIONS (D) (E) (F) Cable Operator. Any person or group of persons (A) who provides cable service over a cable system and directly or through one or more affiliates owns a significant interest in a substantial portion of such cable system, or (B) who otherwise controls or is responsible for, through any arrangement, the management and operation of such a cable system. Cable Service. (a) The one-way transmission to subscribers of video programming or other programming service; and (b) subscriber interaction, if any, which is required for the selection or use of such video programming or other programming service. Cable Svstem or System. A facility consisting of a set of closed transmission paths and associated signal generation, reception, and control equipment that is designed to provide cable television service which includes video programming and which is provided to multiple subscribers within the City, but such term does not include (1) a facility that serves only to retransmit the television signals of one or more television broadcast stations; (2) a facility that serves subscribers without using any public rights-of-way and without connecting to a facility that uses any public rights-of- way; (3) a facility of a common carrier which is subject, in whole or in part, to the provisions of Title II of the Communications Act, except that such facility shall be considered a cable system if such facility is used in the transmission of video programming directly to subscribers; (4) an open video system that complies with 47 USe. § 573; or (5) any facilities of any electric utility used solely for operating its electric utility system. (G) Converter. An electronic device which may serve as an interface between a system and a subscriber's television receiver or other terminal equipment, and which may perform a variety of functions, including signal security, descrambling, electronic polling, frequency conversion and channel selection. (H) Educational Access Channel or Educational Channel. Any channel on a cable system set aside by a Grantee for educational use. (I) Franchise Area. The area of the City that a Grantee is authorized to serve by its franchise agreement. Q) Governmental Access Channel or Governmental Channel. Any channel on a cable system set aside by a Grantee for government use. 19 TITLE II: CABLE COMMUNICA nONS (K) (L) (M) (N) (0) (P) (Q) (R) (S) Installation. The connection of system services to subscribers' television receivers or other subscriber-owned or -provided terminal equipment. Normal Business Hours. Those hours during which most similar businesses in the community are open to serve customers, including some evening hours at least one night per week and/or some weekend hours, Normal Operating Conditions. Those service conditions that are within the control of a Grantee, Conditions that are not within the control of a Grantee include, but are not limited to, natural disasters, civil disturbances, power outages, and telephone network outages. Conditions that are within the control of a Grantee include, but are not limited to, special promotions, pay- per-view events, rate increases, regular peak or seasonal demand periods, and maintenance or upgrade of a cable system. Programmer. Any person or entity that produces or otherwise provides program material or information for transmission by video, audio, digital or other signals, either live or from recorded traces or other storage media, to users or subscribers by means of a cable system. Public Access Channel. Any channel on a cable system set aside by a Grantee for use by the general public, including groups and individuals, and which is available for such use on a non- discriminatory basis. School. Any primary or secondary school or college accredited by the State of Iowa, including without limitation all accredited post- secondary institutions such as community colleges, technical colleges and universities. Security Fund. A performance bond, letter of credit, or cash deposit, or any or all of these, to the extent applicable to a given Grantee. Service Interruption. Loss of picture or sound on one or more channels, or degradation of picture or sound beyond permissible levels as defined by applicable law. Subscriber. The City or any Person who is lawfully receiving, for any purpose or reason, any Cable Service via a Cable System, whether or not a fee is paid for such service. 20 TITLE II: CABLE COMMUNICATIONS (T) Transfer. "Transfer" shall mean any transaction in which (A) any ownership or other right, title, or interest of more than five percent (5%) in a Grantee or its cable system is transferred, sold, assigned, leased, sublet, or mortgaged, directly or indirectly, in whole or in part: or (B) there is any change in control of the Grantee; or (C) the rights and/or obligations held by the Grantee under the franchise are transferred, directly or indirectly, to another party; or (D) any change or substitution occurs in the managing general partners of the Grantee, where applicable. Notwithstanding any other provision of this Title, pledges in trust or mortgages of the assets of a Cable System to secure the Construction, operation, or repair of the system may be made without application and without City's prior consent, However, no such arrangement shall be made if it would in any respect under any condition: (l) prevent the Cable System Operator or any successor from complying with, this Title, franchise agreement or other applicable law or regulation: or (2) permit a third party to succeed to the interest of the Operator, or to own or control the system, without the prior consent of City. Any mortgage, pledge or lease shall be subject to and subordinate to the rights of City under any Franchise, this Title, or other applicable law. (i) (ii) (iii) "Control" for purposes of this Section 1(6)(T) means the legal or practical ability to exert actual working control over the affairs of an entity, either directly or indirectly, whether by contractual agreement, majority ownership interest, any lesser ownership interest, or in any other manner. A rebuttable presumption that a transfer of control has occurred shall arise upon the acquisition or accumulation of five percent (5%) or more of the ownership of a entity by any person or group of persons acting in concert, none of whom already own or control fifty percent (50%) or morc of such right or control, singularly or collectively. A Grantee is responsible for ensuring that the intent of Section 13 herein is carried out. If for any reason an event occurs that would require the City's approval under Section 13, whether or not such event is directly or indirectly within the Grantee's control, such event shall constitute a "transfer" for purposes of this Ordinance and any applicable law. 21 TITLE II: CABLE COMMUNICATIONS (U) 2, Grant of Franchise (1) Grant. (A) (B) (C) User. A person or organization using a channel or equipment and facilities for purposes of producing or transmitting material, as contrasted with the receipt thereof in the capacity of a subscriber. The City may grant one or more cable franchises, and each such franchise shall be awarded in accordance with and subject to the provisions of this Ordinance. This Ordinance may be amended from time to time, and in no event shall this Ordinance be considered a contract between the City and a Grantee such that the City would be prohibited from amending any provision hereof. No person may construct or operate a cable system in the City withoUt a franchise granted by the City No person may be granted a franchise withoUt having entered into a franchise agreement with the City pursuant to this Ordinance. (2) Term of Franchise. No franchise shall be granted for a period of more than fifteen (15) years, except that a Grantee may apply for renewal or extension pursuant to applicable law. (3) Franchise Characteristics. (A) (B) (C) A franchise authorizes use of public rights-of-way for installing cables, wires, lines, optical fiber, underground conduit, and other devices necessary and appurtenant to the operation of a cable system to provide cable service within a franchise area, but does not expressly or implicitly aUthorize a Grantee to provide service to, or install a cable system on, private property without owner consent (except for use of compatible easements pursuant to Section 621 of the Cable Act, 47 use § 541(a)(2», or to use publicly or privately owned conduits withoUt a separate agreement with the owners. A franchise shall constitute both a right and an obligation to provide the cable services regulated by the provisions of this Ordinance and the franchise agreement. A franchise is non-exclusive and will not explicitly or implicitly preclude the issuance of other franchises to operate cable systems 22 TITLE 11: CABLE COMMUNICATIONS (D) (E) within the City; affect the City's right to authorize use of public rights-of-way by other persons to operate cable systems or for other purposes as it determines appropriate; or affect the City's right to itself construct, operate, or maintain a cable system, with or without a franchise. All privileges prescribed by a franchise shall be subordinate to (without limitation) the City's use and any prior lawful occupancy of the public rights-of-way. No reference herein, or in any franchise agreement, to "public rights-of. way" shall be deemed to be a representation or guarantec by the City that its interest or other right to control the use of such property is sufficient to permit its use for such purposes, and a Grantee shall be deemed to gain only those rights to use as are properly in the City and as the City may have the undisputed right and power to give. (4) Grantee Subject to Other Laws, Police Power. (A) (B) (C) (D) A Grantee shall at all times be subject to and shall comply with all applicable federal, state, and local laws. A Grantee shall at all times be subject to all lawful exercise of the police power and any other lawful authority of the City, including without limitation all rights the City may have under 47 use. § 552. Nothing in a franchise agreement shall be deemed to waive the requirements of the various codes and ordinances of the City regarding permits, zoning, fees to be paid, or manner of construction, installation, operation, maintenance, or repair of system equipment. No course of dealing between a Grantee and the City, or any delay on the part of the City in exercising any rights hereunder, or any acquiescence by the City in the actions of a Grantee that are in contravention of such rights (except to the extent such rights are expressly waived by the City) shall operate as a waiver of any such rights of the City. The City shall have the maximum authority to regulate cable systems, Grantees, and franchises as may now or hereafter be lawfully permissible; except where rights are expressly waived by a franchise agreement, they are reserved, whether expressly enumerated or not. The City may, from time to time, issue such reasonable rules and regulations concerning cable systems as are consistent with applicable law. 23 TITLE II: CABLE COMMUNICATIONS (5) Eminent Domain. Nothing herein shall be deemed or construed to impair or affect, in any way or to any extent, the City's rights of eminent domain to the extent to which they may apply to any cable system. (6) Applications For Initial Grant or Modification Of Franchise. (A) Application Required. (i) (ii) (iii) A written application shall be filed with the City for grant of an initial franchise or modification of a franchise agreement pursuant to 47 use. § 545. To be acceptable for filing, a signed original of the application shall be submitted together with twelve (12) copies. The application must be accompanied by any required application filing fee, conform to any applicable request for proposals, and contain all required information. All applications shall include the names and addresses of persons authorized to act on behalf of all applicants with respect to the application. All applications accepted for filing shall be made available by the City for public inspection. (B) Application for Grant of an Initial Franchise. (i) (ii) A person may apply for an initial franchise by submitting an application containing the information required in Section 2(6)(C). Upon receipt of such an application, the City may either (a) evaluate the application pursuant to Section 2(6)(B)(iii), conducting such investigations as it deems necessary: or (b) issue a Request for Proposals ("RFP"), after conducting, if necessary, a proceeding to identify the future cable-related needs and interests of the community Any such RFP shall be mailed to the person requesting its issuance and made available to any other interested party. The RFP may contain a proposed franchise agreement. An applicant shall respond to a RFP by filing an application within the time directed by the City, providing the information and material set forth in Section 2(6)(C). The procedures, instructions, and requirements set forth in the RFP shall be followed by each applicant Any applicant that has already filed materials pursuant to 24 TITLE II: CABLE COMMUNICATIONS subsection 2(6)(B)(i) herein need not refile the same materials with its RFP response, but must amplify its application to include any additional or different materials required by the RFP. The City or its designee may seek additional information from any applicant and establish deadlines for the submission of such information. (iii) In evaluating an application for a franchise, the City shall consider, among other things, the following factors: (a) The extent to which the applicant has substantially complied with the applicable law and the material terms of any existing cable franchise for the City; (b) Whether the quality of the applicant's service under any existing franchise in the City, including signal quality, response to customer complaints, billing practices, and the like, has been reasonable in light of the needs and interests of the communities served: (c) Whether the applicant has the financial, technical, and legal qualifications to provide cable service; (d) Whether the application satisfies any minimum requirements established by the City and is otherwise reasonable to meet the future cable-related needs and interests of the community, taking into account the cost of meeting such needs and interests; (e) Whether, to the extent not considered under subsection 2(6)(B)(iii)(d), the applicant will provide adequate Public, Educational, and Governmental access channel capacity, facilities, or financial support; (f) Whether issuance of a franchise is warranted in the public interest considering the immediate and future effect on the public rights-of-way and private property that would be used by the cable system, including the extent to which installation or maintenance as planned would require replacement of property or involve disruption of property, public services, or use of the public rights-of- way: the effect of granting a franchise on the ability of cable to meet the cable-related needs and interests of the community; 25 TITLE II: CABLE COMMUNICATIONS (iv) (g) What effects a grant of the application may have on competition in the delivery of cable service in the City. If the City finds that it is in the public interest to issue a franchise considering the factors set forth above, and subject to the applicant's entry into an appropriate franchise agreement, it shall issue a franchise. If the City denies a franchise, it will issue a written decision explaining why the franchise was denied. Prior to deciding whether or not to issue a franchise, the City may hold one or more public hearings or implement other procedures under which comments from the public on an application may be received. The City also may grant or deny a request for a franchise based on its review of an application without further proceedings and may reject any application that is incomplete or fails to respond to an RFP. This Ordinance is not intended and shall not be interpreted to grant any applicant or existing Grantee standing to challenge the denial of its application or the issuance of a franchise to another. Contents of Application. An RFP for the grant of an initial franchise shall require, and any such application shall contain, at a minimum, the following information: (C) (i) (ii) (iii) Name and address of the applicant and identification of the ownership and control of the applicant, including: the names and addresses of the ten (10) largest holders of an ownership interest in the applicant and affiliates of the applicant, and all persons with five (5) percent or more ownership interest in the applicant and its affiliates: the persons who control the applicant and its affiliates; all officers and directors of the applicant and its affiliates; and any other business affiliation and cable system ownership interest of each named person. A demonstration of the applicant's technical ability to construct and/or operate the proposed cable system, including identification of key personnel. A demonstration of the applicant's legal qualifications to construct and/or operate the proposed cable system, including but not limited to a demonstration that the applicant meets the following criteria: 26 TITLE II: CABLE COMMUNICATIONS (iv) (v) (vi) (vii) (a) The applicant must have the necessary authority under Iowa law to operate a cable system. (b) The applicant must have the necessary authority under federal law to hold the franchise and operate a cable system. An applicant must have, or show that it is qualified to obtain, any necessary federal franchises or waivers required to operate the system proposed. A demonstration of the applicant's financial ability to complete the construction and operation of the cable system proposed. A description of the applicant's prior experience in cable system ownership, construction, and operation, and identification of communities in which the applicant or any of its principals have, or have had, a cable franchise or any interest therein. Identification of the area of the City to be served by the proposed cable system, including a description of the proposed franchise area's boundaries. A detailed description of the physical facilities proposed, including channel capacity, technical design, performance characteristics, headend, and access facilities. (viii) Where applicable, a description of the construction of the proposed system, including an estimate of plant mileage and its location; the proposed construction schedule; a description, where appropriate, of how services will bc converted from existing facilities to new facilities; and information on the availability of space in conduits including, where appropriate, an estimate of the cost of any necessary rearrangement of existing facilities. (ix) A demonstration of how the applicant will reasonably meet the future cable-related needs and interests of the community, including descriptions of how the applicant will meet the needs described in any recent community needs assessment conducted by or for the City, and how the applicant will provide adequate Public, Educational, and Governmental access channel capacity, facilities, or financial support to meet the community's needs and interests. 27 TITLE II: CABLE COMMUNICATIONS (x) (xi) (xii) Pro forma financial projections for the proposed franchise term, including a statement of projected income, and a schedule of planned capital expenditures, with all significant assumptions explained in notes or supporting schedules. If the applicant proposes to provide cable service to an area already served by an existing cable Grantee, the identification of the area where the overbuild would occur and the ability of the public rights-of-way and other property that would be used by the applicant to accommodate an additional system. Any other information that may be reasonably necessary to demonstrate compliance with the requirements of this Ordinance. (xiii) Any additional information that the City may have requested of an applicant that is relevant to the City's consideration of the application. (xiv) An affidavit or declaration of the applicant or authorized officer certifying the truth and accuracy of the information in the application, acknowledging the enforceability of application commitments, and certifying that the application meets all federal and state law requirements. The City may, at its discretion and upon request of an applicant, waive in writing the provision of any of the information required by Section 2(6)(C). (D) If the applicant was formed less than two years before the date of application, this same information shall be supplied for each party owning an interest of ten percent or more in the applicant (E) (7) Application for Grant of a Renewal Franchise (8). The renewal of any franchise to provide cable service shall be conducted in a manner consistent with applicable federal law. (9) Application for Modification of a Franchise. An application for modification of a franchise agreement shall include, at minimum, the following information: (A) The specific modification requested; 28 TITLE II: CABLE COMMUNICATIONS (B) (C) (D) (E) The justification for the requested modification, including the impact of the requested modification on subscribers and others, and the financial impact on the applicant if the modification is approved or disapproved, demonstrated through, inter alia, submission of financial pro formas; A statement whether the modification is sought pursuant to Section 625 of the Cable Act, 47 USe. § 545, and, if so, a demonstration that the requested modification meets the standards set forth in 47 USe. § 545; Any other information that the applicant believes is necessary for the City to make an informed determination on the application for modification: and An affidavit or declaration of the applicant or authorized officer certifying the truth and accuracy of the information in thc application, and certifying that the application is consistent with all federal and state law requirements. (10) Public Hearing. Prior to the issuance of a franchise, the City shall provide for the holding of a public hearing within the proposed franchise area, following reasonable notice to the public, at which the applicant and its application shall be examined and the public and all interested parties afforded a reasonable opportunity to be heard. (ll) Acceptance of Franchise. Following approval by the City, and unless otherwise specified in a franchise agreement, any franchise granted pursuant to this Ordinance, and the rights, privileges and authority granted by a franchise agreement, shall take effect and be in force from and after the first date on which both the Grantee and the City have accepted and signed the franchise agreement. 3, Construction Standards (1) The construction, operation, maintenance, and repair of a cable system shall be in accordance with all applicable sections of the Occupational Safety and Health Act of 1970, as amended: the most current edition of the National Electrical Safety Code and National Electric Code; Obstruction Marking and Lighting, AC 70/7460 i.e., Federal Aviation Administration: Construction, Marking and Lighting of Antenna SttUcrures, Federal Communications Commission Rules Part 17; the Bellcore Blue Book Manual of Construction Procedures; Applicant's Construction Procedures Manual; and other applicable federal, state, or local laws and regulations that may apply to the operation, consttUction, maintenance, or rcpair of a cable system, including, without limitation, local zoning and construction codes and laws and accepted industry practices, all as hereafter may be amended or adopted. In the event of a conflict among codes and standards, the most stringent code or standard shall apply (except insofar as those standard, if followed, would result in a system that could not meet requirements 29 TITLE 11: CABLE COMMUNICATIONS of federal, state or local law, or is expressly preempted by other such standards). The City may adopt additional standards as required to ensure that work continues to be performed in an orderly and workmanlike manner. (2) Without limiting the foregoing, antennae and their supporting structures (towers) shall be designed in accordance with the Uniform Building Code as amended, and shall be painted, lighted, erected, and maintained in accordance with all applicable rules and regulations of the Federal Aviation Administration and all other applicable state or local laws, codes, and regulations, all as hereafter may be amended or adopted. (3) The City does not guarantee the accuracy of any maps showing the horizontal or vertical location of existing substructures. In public rights-of-way, where necessary, the location shall be verified by excavation. (4) To the extent practicable, above-ground equipment placed on private property shall be placed at the location requested by the property owner. A Grantee shall provide affected homeowners with at least ten days' advance written notice of its plans to instal] such equipment, and shall make reasonable efforts to confer with such homeowners before any work is done. Whenever above-ground equipment is placed on private property, the Grantee shall either provide landscaping camouflage acceptable to the property owner, at the Grantee's expense, or shall provide a cash allowance to the property owner for such landscaping in the amount of $200 in 2005 dollars, adjusted annually for inflation based on the Consumer Price Index. The Grantee may provide such allowance either in the form of a credit against subscriber billings, if the property owner is a subscriber, or in the form of a cash payment. 4. Use of Public Property (1) Should the grades or lines of the public rights-of-way that a Grantee is authorized by a franchise to use and occupy be changed at any time during the term of a franchise, the Grantee shall, if necessary, relocate or change its system so as to conform with the new grades or lines. (2) Any alteration to the water mains, sewerage or drainage system or to any City, state or other public structures in the public rights-of-way required on account of the presence of a Grantee's system in the public rights-of-way shall be made at the sole cost and expense of the Grantee. During any work of constructing, operating or maintaining of a system, the Grantee shall also protect any and all existing structures belonging to the City and any other person. All work performed by the Grantee shall be done in the manner prescribed by the City or other officials having jurisdiction therein. 30 TITLE II: CABLE COMMUNICATIONS 5. Interference with Public Projects. Nothing in this Ordinance or any franchise agreement shall be in preference or hindrance to the right of the City and any board, authority, commission or public service corporation to perform or carry on any public works or public improvements of any description, and should a Grantee's system in any way interfere with the construction, maintenance or repair of such public works or public improvements, the Grantee shall protect or relocate its system, or part thereof, as reasonably directed by any City official, board, authority, commission or public service corporation, 6. Consumer Protection (1) General Provisions. This Section sets forth minimum customer service standards that a Grantee must satisfy. In addition, the Grantee shall at all times satisfy any additional or stricter requirements established by FCC regulations, or other applicable federal, state, or local law or regulation, as the same may be adopted or amended from time to time. (A) Nothing in this Ordinance may be construed to prevent or prohibit: (i) (ii) (iii) (iv) (v) the City and a Grantee from agreeing to customer service requirements that exceed the standards set forth in this ordinance: the City from enforcing, through the end of a franchise term, pre-existing customer service requirements that exceed the standards set forth in this Ordinance and are contained in current franchise agreements: the City from enacting or enforcing any customer service or consumer protection laws or regulations; or the establishment or enforcement of any City law or regulation concerning customer service that imposes customer service requirements that exceed, or address matters not addressed by, the standards set forth in this Ordinance, a franchise agreement or federal or state law; the City from waiving, for good cause, requirements established in this Section 6. (2) Nothing in this Ordinance in any way relieves a Grantee of its obligation to comply with other applicable consumer protection laws and its franchise agreement. (3) Installations, Connections, and Other Grantee Services. (A) Standard Installations. Except as federal rate regulations may otherwise require, the Grantee shall not assess a subscriber any 31 TITLE II: CABLE COMMUNICATIONS (B) (C) (D) (E) cost other than a standard installation charge for service drops, for a single outlet, unless the Grantee demonstrates to the City's satisfaction that extraordinary circumstances justify a higher charge. The subscriber's preference as to the point of entry into the residence shall be observed whenever feasible. Runs in building interiors shall be as unobtrusive as possible. The Grantee shall use due care in the process of installation and shall repair any damage to the subscriber's property caused by said installation. Such restoration shall be undertaken as soon as possible after the damage is incurred and shall be completed within no more than thirty (30) days after the damage is incurred. Location of Drops. In locations where the Grantee's system must be underground, drops must be placed underground as well. Except as federal law may otherwise require, in any area where a Grantee would be entitled to install a drop above-ground, the Grantee will provide the homeowner the option to have the drop installed underground if requested, but may charge the homeowner the difference between the actual cost of the above, ground installation and the actual cost of the underground installation. Time for Extension. Where a Grantee is required under this Section 6(3)(A) to provide service to a person, it must providc such service (i) within 30 days of the person's request if such person resides no further than one hundred fifty (ISO) feet from the Grantee's distribution system; (ii) within sixty days if the person resides more than one hundred fifty (150) feet from the Grantee's distribution system, but the distribution system need not be extended for one-half mile or more to provide service; and (iii) within six months if an extension of the distribution system for one-half mile or more is required. Deposits. A Grantee may require a reasonable, non-discriminatory deposit on equipment provided to subscribers, in addition to any allowable monthly rental fees. Any subscriber deposit required by Grantee shall bear interest in accordance with applicable law or at the going rate, which shall be not less than the prime rate of the bank being used by the City for the conduct of ordinary business. All deposits, with interest, shall be returned to the subscriber within thirty (30) days after termination of service or return of the equipment, whichever is sooner. 32 TITLE II: CABLE COMMUNICATIONS (4) (5) (F) Antennas. A Grantee shall not, as a condition to providing cable service, require any subscriber or potential subscriber to remove any existing reception devices for the receipt of over-the-air signals. Telephone and Office Availability. (A) (B) (C) (D) Each Grantee shall maintain an office at a convenient location in the City that shall be open during normal business hours to allow subscribers to request service, pay bills, and conduct other business. Each Grantee will maintain at least one local, toll-free or collect call telephone access line which will be available to subscribers 24 hours a day, seven days a week. Trained representatives of a Grantee shall be available to respond to subscriber telephone inquiries during normal business hours. Under Normal Operating Conditions, the following standards shall be met by a Grantee at least ninety (90) percent of the time, measured quarterly. (i) Telephone answering time shall not exceed thirty (30) seconds, and the time to transfer the call to a customer service representative (including hold time) shall not exceed an additional thirty (30) seconds. (ii) A customer will receive a busy signal less than three percent (3%) of the time. (iii) When the business office is closed, an answering machine or service capable of receiving and recording service complaints and inquiries shall be employed. Inquiries received after hours must be responded to by a trained representative of a Grantee on the next business day. To the extent possible, the after-hours answering service shall comply with the same telephone answer time standard set forth in this Section. A Grantee must hire sufficient staff so that it can adequately respond to customer inquiries, complaints, and requests for service in its office, over the phone, and at the subscriber's residence. Scheduling and Completing Service 33 TITLE II: CABLE COMMUNICATIONS (A) (B) Installations, Outages and Service Calls. Under Normal Operating Conditions, each of the following standards shall be met by all Grantees at least 95% of the time, as measured on a quarterly basis: (i) Repairs and maintenance for service interruptions and other repairs not requiring work within a subscriber's premises must be completed within twenty-four (24) hours after the subscriber reports the problem to the Grantee or its representative or the interruption or need for repairs otherwise becomes known to the Grantee. Work on all other requests for service must be begun by the next business day after notification of the problem All such work must be completed within three (3) days from the date of the initial request, except installation requests. In any case where, for reasons beyond a Grantee's control, the work could not be completed in the specified time periods even with the exercise of all due diligence, the Grantee shall complete the work in the shortest time possible; the failure of a Grantee to hire sufficient staff or to properly train its staff shall not justify a Grantee's failure to comply with this provision. Except as federal law requires, no charge shall be made to the subscriber for this service, except for the cost of repairs to the Grantee's equipment or facilities where it can be documented that the equipment or facility was damaged by a subscriber System outages affecting more than 500 subscribers shall be acted upon with four hours after the Grantee becomes aware of the outage, including Saturdays, Sundays, and legal holidays (ii) The appointment window for installations, service calls, and other installation activities will be either a specific time or, at maximum, a 4-hour time block during normal business hours. (iii) A Grantee may not cancel an appointment with a subscriber after the close of business on the business day preceding the appointment. If a Grantee's representative is running late for an appointment with a subscriber and will not be able to keep the appointment as scheduled, the subscriber will be contacted, and the appointment rescheduled, as necessary, at a time which is convenient for the subscriber Each Grantee shall perform service calls, installations, and disconnects at least during normal business hours. In addition, 34 TITLE II: CABLE COMMUNICATIONS (C) (D) (E) (F) (G) maintenance service capability enabling the prompt location and correction of major system malfunctions shall be available twenty- four hours a day, seven days a week. Emergency Maintenance. A Grantee shall keep an emergency system maintenance and repair staff, capable of responding to and repairing system malfunctions or interruptions, on a twenty' four (24) hour basis. Other Inquiries. Under Normal Operating Conditions, billing inquiries and requests for service, repair, and maintenance not involving service interruptions must be acknowledged by a trained customer service representative within twenty-four (24) hours, or prior to the end of the next business day, whichever is earlier A Grantee shall respond to all other inquiries within five (5) business days of the inquiry or complaint. Repair of Facilities. Except as federal law requires, no charge shall be made to the subscriber for repairs or maintenance of Grantee- owned equipment or facilities, except for the cost of repairs to the Grantee's equipment or facilities where it can be shown that the equipment or facility was damaged by a subscriber. Missed Appointments. If a subscriber experiences a missed appointment due to the fault of a Grantee, the Grantee shall pay the subscriber twenty (20) dollars for each missed appointment, or such other amount as the City and the Grantee may agree, in addition to any other penalties or liquidated damages. Mobility-Limited Subscribers. With regard to mobility-limired subscribers, upon subscriber request, each Grantee shall arrange for pickup and/or replacement of converters or other Grantee equipment at the subscriber's address or by a satisfactory equivalent (such as the provision of a postage-prepaid mailer). (6) Interruptions of Service. A Grantee may intentionally interrupt service on the cable system only for good cause and for the shortest time possible and, except in emergency situations or to the extent necessary to fix the affected subscriber's service problems, only after a minimum of forty-eight (48) hours prior notice to subscribers and the City- of the anticipated service interruption; provided, however, that planned maintenance that does not require more than two (2) hours' interruption of service and that occurs between the hours of 12:00 midnight and 6:00 a,m. shall not require such notice to subscribers, but shall require notice to the City no less than twenty-four (24) hours prior to the anticipated service interruption. (7) Notice to Subscribers. 35 TITLE II: CABLE COMMUNICATIONS (A) (B) When a subscriber is connected or reconnected to a cable system and at least once annually afterwards, and at any time upon request, the Grantee shall provide each subscriber with written information concerning the following. Copies of all such materials provided to subscribers shall also be provided to the City. Such information shall also be made available on a generally accessible Internet site. (i) (ii) (iii) (iv) (v) (vi) (vii) (viii) a description of products and services offered, including a schedule of rates and charges, a list of channel positions, and a description of programming services, options, and conditions: a description of the Grantee's installation and service maintenance policies, delinquent subscriber disconnect and reconnect procedures, and any other of its policies applicable to its subscribers; instructions on how to use the cable service; instructions for placing a service call; a description of the Grantee's billing and complaint procedures, including the address and telephone number of the City office responsible for receiving subscriber complaints; a copy of the service contract, if any; notice regarding subscribers' privacy rights pursuant to 47 USe. § 551; notice of the availability of universal remote controls and other compatible equipment (a list of which, specifying brands and models, shall be provided to any subscriber upon request). The Grantee shall provide to all subscribers at least thirty days' written notice before the implementation of any change in rates, programming services, business hours, legal holidays, or procedures for responding to inquiries after normal business hours. At least five working days before the subscriber notice, unless waived by the County, the Grantee shall provide to the County the specific points to be contained in a subscriber notice and the text of the subscriber notice, if available. If the text is 36 TITLE II: CABLE COMMUNICATIONS (C) (D) (8) Billing. (A) (B) (C) (D) not available, it shall be provided to the County as soon as it is available. All Grantee promotional materials, announcements, and advertising of residential cable service to subscribers and the general public, where price information is listed in any manner, shall clearly and accurately disclose price terms. In the case of pay'per-view or pay-per-event programming, all promotional materials must clearly and accurately disclose price terms and in the case of telephone orders, a Grantee shall take appropriate steps to ensure that price terms are clearly and accurately disclosed to potential customers before the order is accepted Each Grantee shall maintain a public file containing all notices provided to subscribers under these customer service standards, as well as all promotional offers made to subscribers. Copies of all such notices, promotional or special offers sent to subscribers, and of any agreements used with subscribers, shall be filed promptly with the City. Bills shall be clear, concise, and understandable. Bills must be fully itemized with itemizations including, bur not limited to, basic and premium service charges and equipment charges. Bills shall clearly delineate all activity during the billing period, including optional charges, rebates, and credits. Refund checks to subscribers shall be issued promptly, but no later than the later of - (i) the subscriber's next billing cycle, or thirty (30) days, following resolution of the refund request, whichever is earlier; or (ii) the return of all equipment supplied by the Grantee, if service is terminated. Credits for service shall be issued no later than the subscriber's next billing cycle following the determination that a credit is warranted. A Grantee's first billing statement after a new installation or service change shall be prorated as appropriate and shall reflect any security deposit. 37 TITLE 11: CABLE COMMUNICATIONS (E) (F) (G) (H) (1) (J) A Grantee's billing statement must show a specific payment due date not earlier than the midpoint of the period for which the service being billed is rendered (e.g., the fifteenth day of a thirty- day billing cycle). Any balance not received by seven (7) days after the end of the period for which the service being billed is rendered may be assessed a late fee not exceeding 1.5% of the bill, or such other amount as the City and the Grantee may agree, consistent with state and local law. Any late fee shall appear on the following month's billing statement. A Grantee must notify the subscriber that he or she can remit payment in person at the Grantee's business office and inform the subscriber of the address of that office. Subscribers shall not be charged a late fee or otherwise penalized for any failure by a Grantee, including failure to timely or correctly bill the subscriber, or failure to properly credit the subscriber for a payment timely made. The account of any subscriber shall be credited a prorated share of the monthly charge for the service upon the subscriber's reasonably prompt request and, without a subscriber's request, in any case where the Grantee can identify the affected subscribers, if said subscriber is without service or if service is substantially impaired for any reason for a period exceeding four (4) hours during any twenty-four (24) hour period, except where it can be documented that a subscriber seeks a refund for an outage or impairment which that subscriber caused, or in the case of a planned outage occurring between the hours of 12:00 midnight and 6:00 a.m. of which the subscriber had prior notice. The account of any subscriber shall be credited a share, prorated by time, of that subscriber's monthly charge for all services if any service purchased by that subscriber is deliberately intertUpted by the Grantee for any reason for a period exceeding fifteen (15) minutes other than by reason of an emergency (for example, if a Grantee substitutes other programming on a channel for the programming normally carried on that channel and purchased by the subscriber), provided that this subsection shall not prevent the Grantee from making permanent changes in its channel lineup or programming to the extent otherwise permitted by applicable law. A Grantee shall respond to all written billing complaints from subscribers within thirty (30) days. 38 TITLE II: CABLE COMMUNICATIONS (9) Dis conn ec tio n/D owngra des. (A) (B) (C) (D) (E) A subscriber may terminate service at any time. A Grantee shall promptly disconnect or downgrade any subscriber. No period of notice prior to voluntary termination or downgrade of service may be required of subscribers by any Grantee. So long as the subscriber returns, or permits the Grantee to retrieve, any equipment necessary to receive a service within five (5) business days of the disconnection, no charge may be imposed by any Grantee for any cable service delivered after the date of the disconnect request. Any security deposit and/or other funds due the subscriber shall be refunded on disconnected accounts after any customer premises equipment provided by the Grantee has been recovered by the Grantee. The refund must be made within thirty (30) days or by the end of the next billing cycle, whichever is earlier, from the date disconnection was requested (or, if later, the date on which any customer premises equipment provided by the Grantee is returned). If a subscriber fails to pay a monthly subscriber fee or other fee or charge, a Grantee may disconnect the subscriber's service: however, such disconnection shall not be effected until after forty' five (45) days from the beginning of the period for which the service being billed is rendered, plus at least ten (10) days' advance written notice to the subscriber in question of intent to disconnect, given after the 45 days have elapsed. If the subscriber pays all amounts due, including late charges, before the date scheduled for disconnection, the Grantee shall not disconnect service. After disconnection, upon payment by the subscriber in full of all proper fees or charges, including the payment of the reconnection charge, if any, the Grantee shall promptly reinstatc service. A Grantee may immediately disconnect a subscriber if the subscriber is damaging or destroying the Grantee's cable system or equipment. After disconnection, the Grantee shall restore service after the subscriber provides adequate assurance that it has ceascd the practices that led to disconnection, and pays all proper fees and charges, including any reconnect fees and amounts owed the Grantee for damage to its cable system or equipment. 39 TITLE II: CABLE COMMUNICATIONS (F) (G) (H) A Grantee may also disconnect a subscriber that causes signal leakage in excess of federal limits. Disconnection may be effected after five (5) days' written notice to the subscriber, if the subscriber fails to take steps to correct the problem. In addition, a Grantee may disconnect a subscriber without notice where signal leakage is detected originating from the subscriber's premises in excess of federal limits, provided that the Grantee shall immediately notify the subscriber of the problem and, once the problem is corrected, reconnect the subscriber. If a Grantee fails to remove its property from a subscriber's premises within thirty (30) days of the termination of service, the property shall be deemed abandoned, unless such subscriber is responsible for the Grantee's failure to remove such property. A Grantee shall reconnect service to customers wishing restoration of service, provided such a customer shall first satisfy any previous obligations owed. (10) Parental Control Option. A Grantee shall make available to any subscribers upon request the option of blocking the video or audio portion of any channel or channels of programming entering the subscriber's home. The control option described herein shall be made available to all subscribers requesting it when any cable service is provided, or reasonably soon thereafter. (ll) Subscriber Contracts . No Grantee shall require a subscriber, as a condition of service, to waive any rights the subscriber may have against the Grantee at law or equity. (12) Enforcement (A) (B) A Grantee shall keep such records as are necessary to show compliance with these customer service standards and FCC customer service standards. A Grantee shall file annually with the City a statement signed by an officer or employee certifying compliance with these customer service standards and FCC customer service standards for each calendar quarter. Each such certification shall be filed with the Grantee's annual report. If a Grantee is unable to certify full compliance for each calendar quarter, it must indicate in its filing each standard with which it is in compliance, and in non- compliance statement. 40 TITLE II: CABLE COMMUNICATIONS (C) (D) (E) (F) (G) If a Grantee in non-compliance with any standard during any calendar quarter, it shall include in its annual filing a statcmeDt specifying areas of non-compliance, the reason for the non. compliance and a remedial plan. An officer or employee of a Grantee who knowingly and intentionally signs a false compliance certificate or noncompliance statement shall be guilty of a misdemeanor. A Grantee that fails to file a compliance certificate or noncompliance statement as required herein shall be liable for the penalty specified for violation of customer service standards herein. In addition, except as prohibited by federal law, a Grantee shall be subject to penalties, forfeitures and any other remedies or sanctions available under federal, state or local law, including without limitation this Ordinance and a Grantee's franchise with the City, if it fails to comply with the standards herein. Violation of the consumer protection obligations referred to in this Section 6 shall be a municipal infraction as defined in Section I-IS of the City of Dubuque Code of Ordinances and shall be punishable as provided therein. (13) Exclusive Contracts and Anticompetitive Acts Prohibited. (A) (B) 7. Rate Regulation No Grantee shall enter into an exclusive contract for the provision of cable service with any person (including, but not limited to, a building owner), or demand the exclusive right to serve a person or location as a condition of extending service. No Grantee shall engage in acts that have the purpose or effect of limiting competition for the provision of cable service or services similar to cable service in the City, except for such actions as arc expressly authorized by federal or state law The City reserves the right to regulate all rates and charges except to the extent it is prohibited from doing so by law. 8. Franchise Fee (1) Payment of Franchise Fee. 41 TITLE II: CABLE COMMUNICATIONS (A) (B) (C) Each Grantee shall pay a franchise fee in an amount determined in the franchise agreement. In the event that any franchise fee payment or any recomputation amount is not paid by the due date, then interest shall acctUe to the City from such due date at a rate equal to the interest rate then chargeable for unpaid federal income taxes (26 u.S.e. § 6621). In addition to the foregoing, the failure of a Grantee to make timely payment shall subject the Grantee to an additional late charge of ten percent of the amount of such payment. The City shall have the aUthority to waive such late charge if payment is delayed through no fault of the Grantee. In the event that a franchise is revoked prior to its expiration date, the Grantee shall file with the City, within thirty days after the date of revocation, a financial statement certified by the Grantee's chief financial officer or an independent certified public accountant clearly showing the gross revenues received by the Grantee since the previous franchise fee payment period and shall pay at that time any franchise fees accrued as of the date of revocation. (2) Not a Tax or in Lieu of Any Other Tax or Fee. (A) (B) Payment of the franchise fee shall not be considered in the nature of a tax, nor shall it be considered in lieu of other taxes or fees imposed by the City except to the extent that federal law requires such other taxes or fees to be considered part of the franchise fee. No Grantee may designate the franchise fee as a tax in any communication to a subscriber. (3) No Accord or Satisfaction. No acceptance of any payment by the City shall be construed as a release or an accord and satisfaction of any claim the City may have for further or additional sums due or for the performance of any other obligation of a Grantee, or as an acknowledgement that the amount paid is the correct amount due. (4) Allocation of Discounts. For purposes of calculating franchise fee payments under applicable Franchise provisions, any discount reflected in an aggregated bill for services which include cable services will be allocated proportionately to cable services. 9, System Tests and Inspections (1) A Grantee shall perform all tests necessary to demonstrate compliance with the requirements of its franchise and other performance standards established by law or regulation, and to ensure that system components are operating as expected. 42 TITLE II: CABLE COMMUNICATIONS (2) A Grantee shall conduct tests as follows: (A) acceptance tests on each newly constructed or rebuilt segment prior to subscriber connection or activation: (B) proof of performance tests on the system at least once every six months or as required by FCC rules. whichever is more often, except as federal law may otherwise limit the Grantee's obligation; (C) special tests when subscriber or user complaints indicate tests arc warranted; (D) special tests at the City's reasonable request. (3) Tests shall be supervised by the Grantee's professional engineer, who shall sign all records of tests provided to the City. (4) A Grantee shall provide the City with at least two business days' notice of, and opportunity to observe, any tests performed on the system. The City may also conduct inspections of construction areas and subscriber installations, including but not limited to inspections to assess compliance with the Grantee's construction and installation requirements, its franchise agreement, and applicable law generally. Inspection does not relieve the Grantee of its obligation to build in compliance with all provisions of its franchise. (5) A written report of the results of any tests required by the City shall be filed with the City within seven (7) days of each test upon the City's request. In addition, the Grantee shall retain written reports of the results of any tests required by the FCC, and such reports shall be submitted to the City upon the City's request. (6) If any test requested by the City indicates that any part or component of the system fails to meet applicable requirements, the Grantee, without requirement of additional notice or request from City, shall take corrective action, retest the locations and advise the City of the action taken and results achieved. (7) The City reserves the right to conduct its own tests upon reasonable notice to the Grantee. If noncompliance is found, the expense thereof shall be borne by the Grantee. The City will endeavor to arrange any request for such tests so as to minimize hardship or inconvenience to the Grantee or to subscribers. 10. Insurance (1) 1\ Grantee shall maintain, and by its acceptance of the Franchise specifically agrees that it will maintain, throughout the entire length of the Franchise period, insurance as set forth in the Insurance Schedule, Exhibit 1\, as such schedule may from time to time be amended by the City. The Insurance Schedule attached as Exibit 1\ is the City's current schedule. 43 TITLE II: CABLE COMMUNICATIONS (A) All contractualliability insurance policies and certificates maintained pursuant to this Agreement shall include the provision of the following Indemnification clause: To the fullest extent permitted by law, the Grantee shall indemnify and hold harmless the City from and against all claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from the Franchise, provided that such claim, damages, loss or expense is attributable to bodily injury, sickness, disease or death, or injury to or destruction of property including loss of use resulting therefrom, but only to the extent caused in whole or in part by negligent acts or omissions of the Grantee, the Grantee's subcontractor, or anyone directly or indirectly employed by the Grantee or the Grantee's subcontractor or anyone for whose acts the Grantee or the Grantee's subcontractor may be liable, regardless of whether or not such claim, damage, loss or expense is caused in part by a party indemnified hereunder. 11. Reports and Records - Cable (1) A Grantee shall maintain financial records that allow analysis and review of its operations in each individual Franchise Area. (2) Communication with Regulatory Agencies (A) The Grantee shall file with the City all reports and materials submitted to or received from the following agencies by the Grantee or its Affiliates that relate specifically to the Cable System or could affect the Grantee's operations in the City: the FCC, the Securities and Exchange Commission, and any other federal or state regulatory commission or agency having jurisdiction over any matter affecting operation of the Grantee's System. Such reports and materials shall include, but are not limited to, proof of performance tests and results, Equal Employment Opportunity reports, and any petitions or applications regarding the Cable System or a group of Cable Systems of which the Grantee's Cable System is a part. (B) Materials filed with the City pursuant to Section 11 (2) (A) shall be filed as follows: Materials submitted by the Grantee, an Affiliate, or any other Person on the behalf of the Grantee shall be filed with the 44 TITLE II: CABLE COMMUNICATIONS (C) City at the time they are submitted to the receiving agency. Materials received by the Grantee shall be flied with the City within thirty (30) days of the date they are received by the Grantee, except that if applicable law permits a response to such materials by the City and sets a deadline of sixty (60) or fewer days for the City's response, they shall be flied with the City within five (5) days of the date they are received by the Grantee. Public access to such materials received by the City shall not be denied, except to the extent expressly required by law. (3) Annual Report: Unless this requirement is waived in whole or in part by the City, no later than 90 days after the end of its fiscal year, a Grantee shall submit a written report to the City, in a form directed by the City, which shall include: (A) (B) (C) (D) (E) a summary of the previous year's activities in development of the Cable System, including but not limited to descriptions of services begun or dropped, the number of subscribers gained or lost for each category of service, the number of pay units sold, the amount collected annually from Lsers of the System and the character and extent of the services rendered to such Users, including Leased Access Channel Users; a summary of complaints, identifying both the number and nature of the complaints received and an explanation of their dispositions, as such records are kept by the Grantee. Where complaints involve recurrent System problems, the nature of each such problem and the corrective measures taken shall be identified; a report showing the number of service calls received by type during each quarter, and the percentage of service calls compared to the Subscriber base by type of complaint; a report showing the number of outages and service degradations for each quarter, and identifying separately each planned outage, the time it occurred, its duration, and the estimated area and number of Subscribers affected; each unplanned outage or service degradation, the time it occurred, its estimated duration and the estimated area and the number of Subscribers affected; and the total hours of outages and service degradations as a percentage of total hours of Cable System operation, a copy of any rules and regulations of the Grantee applicable to subscribers of the cable system, and of any contracts used with residential subscribers; 45 TITLE 11: CABLE COMMUNICATIONS (F) (G) (H) (I) CD an annual statement of Gross Revenues derived from the operation of the Cable System, certified by the Grantee's chief financial officer or an independent certified public accountant; a summary of the results of, and/or, at the Grantee's option, copies of the System's technical tests and measurements performed during the past year; a full schedule of all Subscriber and other user rates, fees and charges; the Grantee's policies regarding Subscriber privacy; such other information as the City may direct. (4) A Grantee must submit a copy and full explanation of any notice of deficiency, forfeiture, or other document issued by any state or federal agency instituting any investigation or civil or criminal proceeding regarding the Cable System, the Grantee, or any Affiliate of the Grantee, to the extent the same may affect or bear on operations in the City. By way of illustration and not limitation, a notice that an Affiliate that has a management contract for the Cable System was not in compliance with FCC EEO requirements would be deemed to affect or bear on operations in the City. This material shall be submitted in accordance with the deadlines specified in Section 11 (2) (B) herein. (5) Additional Reports: Each Grantee shall prepare and furnish to the City, at the times and in the form prescribed by the City, such additional reports with respect to its operation, affairs, transactions or property, as the City may reasonably deem necessary or relevant to the performance of any of the rights, functions or duties of the City in connection with this Agreement and/ or the Cable Ordinance. (6) Records Required: The Grantee shall maintain: (A) (B) (C) Records of all complaints received. The term "complaints" as used herein and throughout this Agreement refers to complaints about any aspect of the Cable System or the Grantee's operations, including, without limitation, complaints about employee courtesy. Complaints recorded may not be limited to complaints requiring an employee service call. Records of outages, indicating date, duration, area, number of Subscribers affected, type of outage, and cause. Records of service calls for repair and maintenance, indicating the date and time service was required, the date of acknowledgement and date and time service was scheduled (if it was scheduled), the date and time service was provided, and (if different) the date and time the problem was solved. 46 TITLE II: CABLE COMMUNICATIONS (D) Records of installation/ reconnection and requests for service extension, indicating date of request, date of acknowledgment, and the date and time service was extended. (7) Retention of Records; Re1ation to Privacy Rights: A Grantee shall take all steps that may be required to ensure that it is able to provide the City all information which must be provided or may be requested under the Cable Ordinance or this Agreement, including by providing appropriate Subscriber privacy notices. Nothing in this Section shall be read to require a Grantee to violate 47 use. § 551. Each Grantee shall be responsible for redacting any data that federal law prevents it from providing to the City, The City retains the right to question any such redaction and to challenge it in any forum having jurisdiction over such a challenge. Records shall be kept for at least five (5) years, unless otherwise agreed to in writing by the City. (8) Waiver of Reporting Requirements: The City may, at its discretion, waive in writing the requirement of any particular report specified in this Section 11. 12, Performance Guarantees And Penalties (1) Penalties For violation of provisions of this Ordinance or a franchise agreement entered into pursuant to this Ordinance, including but not limited to the following, penalties shall be assessable against a Grantee and shall be chargeable to the Grantee's security fund in any amount up to the limits specified in City of Dubuque Code of Ordinances § 1-15 ct seq., at the City's discretion: (A) (i) (ii) (iii) (iv) (v) (vi) (vii) For failure to substantially complete construction in accordance with the franchise agreement.; For transferring the franchise withoUt approvaL For failure to comply with requirements for public, educational, and governmental use of the system. For violation of customer service standards.; For failure, unless such failure is beyond the Grantee's control, of the system to perform in the event of a public emergency. For violation of technical standards established by the FCe. For violation of federal. state, or local privacy requirements. 47 TITLE II: CABLE COMMUNICATIONS (B) (C) (D) (E) (F) (viii) For any other violations of this Ordinance, a franchise agreement, or other applicable law. The following procedure shall apply, in place of the amount specified in Section 12(I)(A)(iv) above, for violation of customer service standards, in assessing liquidated damages for customer service standards that are measured on a quarterly basis: (i) (ii) (iii) For the first calendar quarter in which the Grantee does not meet the prescribed standard (a "noncompliant quarter"), the Grantee will be subject to penalties in the amount of $2,000. For a second consecutive noncompliant quarter, the Grantee shall be subject to penalties in the amount of $3,000. For each consecutive noncompliant quarter beyond the second, the Grantee shall be subject to penalties in the amount of $6,000. The Grantee shall pay any penalty assessed in accordance with this Ordinance within thirty days after receipt of notice from the City, To the extent that penalties are applied to a Grantee under this Section 12(1), a Grantee shall not be subject to liquidated damages payable to the City for the same violation. The City may reduce or waive any of the above, listed penalties for good cause shown. Pending litigation or any appeal to any regulatory body or court having jurisdiction over a Grantee shall not excuse the Grantee from the performance of its obligations under this Ordinance or its franchise agreement unless a stay is obtained. Failure of the Grantee to perform such obligations because of pending litigation or petition, in the absence of a stay issued by a forum of competent jurisdiction, may result in forfeiture or revocation pursuant to the provisions of this Ordinance and/or its franchise agreement. (2) Remedies Cumulative. All remedies under this Ordinance and the franchise agreement are cumulative unless otherwise expressly stated. The exercise of a remedy or the payment of liquidated damages or penalties shall not relieve a Grantee of its obligations to comply with its franchise or applicable law 48 TITLE II: CABLE COMMUNICATIONS (3) Procedure For Remedying Franchise Violations. (A) If the City determines that a Grantee has failed to perform any obligation under the franchise or has failed to perform in a timely manner, the City may make a written demand on the Grantee that it remedy the violation, If the violation is not remedied or in thc process of being remedied to the satisfaction of the City within a reasonable time period following the demand, the City may (i) assess against the Grantee monetary penalties as provided in Section 12(1) of this Ordinance; (ii) request revocation of the franchise as provided in the franchise agreement; or (iii) pursue any legal or equitable remedy available under the franchise or any applicable law. (4) Relation to Insurance and Indemnity Requirements. Recovery by the City of any amounts under insurance, the security fund, the performance bond, or lettet of credit, or otherwise does not limit a Grantee's duty to indemnify the City in any way; nor shall such recovery relieve a Grantee of its obligations under a franchise, limit the amounts owed to the City, or in any respect prevent the City from exercising any other right or remedy it may have. 13, Transfers (1) City Approval Required. (A) (B) A franchise shall be a privilege that is in the public trust and personal to the Grantee. A Grantee's obligations under its franchise involve personal services whose performance involves personal credit, trust, and confidence in the Grantee. No transfer of a franchise, Grantee, or cable system, or of control over the same (including, but not limited to, transfer by forced or voluntary sale, merger, consolidation, receivership, or any other means) shall occur unless prior application is made by the Grantec to the City and the City's prior written consent is obtained, pursuant to this Ordinance and the franchise agreement, and only then upon such terms and conditions as the City deems necessary and proper. Any such transfer without the prior written consent of the City shall be considered to impair the City's assurance of due performance. The granting of approval for a transfer in one instance shall not render unnecessary approval of any subsequent transfer. 49 TITLE II: CABLE COMMUNICATIONS (2) Application, (A) (B) A Grantee shall promptly notify the City of any proposed transfer. At least one hundred twenty (120) calendar days prior to the contemplated effective date of a transfer, a Grantee shall submit to the City a written application for approval of a transfer Such an application shall provide complete information on the proposed transaction, including details on the legal, financial, technical, and other qualifications of the transferee, and on the potential impact of the transfer on subscriber rates and service. At a minimum, the following information must be included in the application, unless these requirements are waived, reduced, or modified by the City: (i) (ii) (iii) (iv) (v) (vi) (vii) (viii) all information and forms required under federal law; all information required in Sections 2(6)(C)(i)-(v) of this Ordinance; a detailed statement of the corporate or other business entity organization of the proposed transferee, together with an explanation of how decisions regarding the System will be made if the proposed transaction is approved: complete and unredacted copies of any contracts, financing documents, or other documents that relate to the proposed transaction, and all documents, schedules, exhibits, or the like referred to therein; any documents related to the transaction (including any documents regarding rates the transferee expects to charge) that have been provided to any entity that has been asked to provide financing (debt, equity, or any other kind) for, or to underwrite any offering made in connection with, the proposed transaction; any shareholder reports or filings with the Securities and Exchange Commission ("SEC') or the Federal Trade Commission ("FTC') that discuss the transaction, and any filings required under federal or state law in connection with the proposed transaction; complete financial statements for the Grantee and any potential transferees for the last three years, including balance sheets, income statements, profit and loss statements, and documents detailing capital investments and operating costs; a detailed description of the sources and amounts of the funds to be used in the proposed transaction, indicating how the debt-equity ratio of the System will change in the course of the transaction; what entities will be liable for 50 TITLE II: CABLE COMMUNICATIONS (C) (D) (E) (ix) repayment of any debt incurred; what interest, payment schedule, and other terms or conditions will apply to any debt financing; any debt coverages or financial ratios any potential transferees will be required to maintain over the franchise term if the proposed transaction is approved; what financial resources would be available to the System under the control of the proposed transferee; whether the proposed transferee can meet debt-equity or any other required ratios without increasing rates, with any assumptions underlying that conclusion, and if not, what increases would be required and why; any other information necessary to provide a complete and accurate understanding of the financial position of the System before and after the proposed Transfer; complete information regarding any potential impact of the Transfer on subscriber rates and service; any representations made to anyone, in connection with the transaction, about the Grantee's compliance with its Franchise; and a brief summary of the proposed transferee's plans for at least the next five years regarding line extension, plant and equipment upgrades, channel capacity, expansion or elimination of services, and any other changes affecting or enhancing the performance of the System. (x) (xi) (xii) To the extent consistent with applicable law, the City may waive in writing any such requirement that information be submitted as part of the initial application, without thereby waiving any rights the City may have to request such information after the initial application is filed. For the purposes of determining whether it shall consent to a transfer, the City or its agents may inquire into all qualifications of the prospective transferee and such other matters as the City may deem necessary in considering the matters described in Section 13(3)(A). The Grantee and any prospective transferees shall assist the City in any such inquiry, and if they fail to do so, the request for transfer may be denied. Any transfer review period established by federal law will not begin until all documents and information required by Section 13(2)(B), without exception, have been provided to the City, unless the City and the Grantee have expressly agreed in writing, before the transfer application is filed with the City, that specified documents or parts of documents may be redacted, excluded, or reviewed through special arrangements. It shall be the 51 TITLE II: CABLE COMMUNICATIONS responsibility of the Grantee in any transfer to make any arrangements with the City with regard to redaction, exclusion, or confidentiality, including without limitation the execution of any confidentiality agreements that may be appropriate, prior to the filing of any FCC Form 394 or transfer application. By accepting its franchise, a Grantee agrees that any transfer application inconsistent with this requirement is void and, in addition, that filing such an application constitutes a violation of this Ordinance. (3) Determination by City. (A) (B) (C) In making a determination as to whether to grant, deny, or grant subject to conditions an application for a transfer, the City may consider, without limitation, the legal, financial, and technical qualifications of the transferee to operate its system: any potential impact of the transfer on subscriber rates or services; whether the incumbent cable operator is in compliance with its franchise agreement, this Ordinance, and applicable law, and, if not, whether the proposed transferee will cure any noncompliance; whether the transferee owns or controls any other cable system in the City, and whether operation by the transferee may eliminate or reduce competition in the delivery of cable service in the City; whether operation by the transferee or approval of the transfer would adversely affect subscribers or the public, or the City's interest under the franchise agreement, this Ordinance, and other applicable law; whether the transfer would make it less likely that the future cable-related needs and interests of the community would be satisfied at a reasonable cost; and any other matters that it is required or permitted to consider under applicable law. Any transfer without the City's prior written approva1 shall be ineffective, and shall make this franchise subject to cancellation at the City's sole discretion, and to any other remedies available under the franchise agreement, this Ordinance, or other applicable law. Any such transfer shall be deemed to cause irreparable harm to the City. A Grantee shall be fully liable for any transfer that is in violation of the terms of its franchise agreement or this Ordinance and is caused in whole or in part by any other entity or entities, including but not limited to any parents or affiliated entities, as if such transfer had been caused by the Grantee itself. (4) Transferee's Agreement: No application for a transfer shall be granted unless the transferee agrees in writing that it will abide by and accept all terms of the franchise 52 TITLE II: CABLE COMMUNICATIONS agreement and this Ordinance, and that it will assume the obligations, liabilities, and responsibility for all acts and omissions, known and unknown, of the previous Grantee for all purposes, including renewal, unless the City, in its sole discretion, expressly waives this requirement in whole or in part. (5) Approval Does Not Constitute Waiver. Approval by the City of a transfer does not constitute a waiver or release of any of the rights of the City under this Ordinance or a franchise agreement, whether arising before or after the date of the transfer. 14. Rights Of Individuals Protected (1) Discriminatory Practices Prohibited. (A) (B) (C) (D) A Grantee shall not deny service, deny access, or otherwise discriminate against subscribers, programmers, or residents of the City on the basis of race, color, religion, national origin, sex, or age. A Grantee shall not discriminate among persons or take any retaliatory action against a person because of that person's exercise of any right it may have under federal, state, or local law, nor may the Grantee require a person to waive such rights as a condition of taking service A Grantee shall not deny access or levy different rates and charges on any group of potential residential cable subscribers because of the income of the residents of the local area in which such group resides. Subject to applicable law and except to the extent the City may waive such a requirement, a Grantee is prohibited from discriminating in its rates or charges or from granting undue preferences to any subscriber, potential subscriber, or group of subscribers or potential subscribers; provided, however, that a Grantee may offer temporary, bona fide promotional discounts in order to attract or maintain subscribers, so long as such discounts are offered on a non-discriminatory basis to similar classes of subscribers throughout the City; and a Grantee may offer discounts for the elderly, the handicapped, non-for-profit persons or organizations, or the economically disadvantaged, and such other discounts as it is expressly entitled to provide under federal law, if such discounts are applied in a uniform and consistent manner A Grantee shall comply at all times with all applicable federal, state, and City laws, and all executive and administrative orders relating to non-discrimination. (2) Subscriber Privacy. 53 TITLE III: OPEN VIDEO SYSTEMS (A) (B) (C) A Grantee shall at all times protect the privacy rights of all subscribers, including but not limited to those rights secured by the provisions of Section 631 of the Cable Act, 47 use § 551. A subscriber may at any time revoke any authorization to release information by delivering to the Grantee in writing, by mail or otherwise, the subscriber's decision to revoke the authorization. Any such revocation shall be effective upon receipt by the Grantcc. A Grantee shall not condition subscriber service on the subscriber's grant or denial of permission to collect, maintain or disclose personally identifiable information except to the extent that such information is necessary for credit check or billing purposes. A subscriber may at any time revoke any permission previously given by delivering to the Grantee a written statement of that intent. 15. Miscellaneous Provisions (1) No Recourse Against the City. Without limiting such immunities as the City or other persons may have under applicable law, a Grantee shall have no recourse whatsoever against the City or its officials, boards, commissions, agents or employees for any loss, costs, expense or damage arising out of any provision or requirement of this Ordinance or because of the enforcement of this Ordinance or the City's exercise of its authority pursuant to this Ordinance, a franchise agreement, or other applicable law, unless the same shall be caused by criminal acts or by willful or gross negligence. TITLE III: OPEN VIDEO SYSTEMS 1. Applicabilitv of Ordinance. (1) In addition to this Title III, Titles 1 and 11 of this Ordinance shall apply to open video systems that comply with 47 use. § 573, to the extent permitted by applicable law, except that the following sections of Title 11 shall not apply: § 2(1)-2(3) (regarding grant of franchise), § 2(6) (franchise applications), § 7 (rate regulation), § 8(2) (regarding franchise fees), § 12(1)(A)(i) and -(ii) (certain penalties), § 21(4) (franchise termination due to certain conditions), § 13 (transfers). (2) In applying this Ordinance to an open video system, "Grantee" shall be taken to refer to the open video system operator, "cable system" to the open video system, "franchise" to any authorization granted by the City to the open video system operator, and similar terms shall apply similarly. 54 TITLE Ill: OPEN VIDEO SYSTEMS 2. Application for Open Video System Authorization. (1) A person proposing to use public rights-of-way to install devices for the operation of an open video system shall first obtain authorization from the City for such use Such a person may apply for such authorization by submitting an application containing (A) (B) (C) (D) The name and address of the applicant and an identification of the ownership and control of the applicant, including: the names and addresses of the ten largest holders of an ownership interest in the applicant and affiliates of the applicant, and all persons with three percent or more ownership interest in the applicant and its affiliates; the persons who control the applicant and its affiliates: all officers and directors of the applicant and its affiliates; and any other business affiliation and cable system ownership interest of each named person. A detailed description of the physical facilities the applicant proposes to place in public ways. Any information that may be reasonably necessary to demonstrate compliance with the requirements of federal law and with this Ordinance. An affidavit or declaration of the applicant or authorized officer certifying the truth and accuracy of the information in the application and certifying that the application meets all federal and state law requirements. (2) The City may, at its discretion and upon request of an applicant, waive in writing the provision of any of the information required by this Section 2. (3) Upon the City's grant of open video system authorization, the applicant shall pay to the City $_. This payment shall be non-refundable and shall be used to offset in whole or in part any costs incurred by the City in granting the authorization. 3. Fee In Lieu of Franchise Fee, An open video system operator shall pay to the City a fee in lieu of and on the same basis as the franchise fee required in Title 11, Section 8 of this Ordinance, pursuant to the procedures and conditions specified in that Section and generally herein. 4. Public, Educational, and Governmental Access Obligations. An open video system operator shall be subject to obligations pertaining to public, educational, and governmental access pursuant to applicable law and to the requirements herein. 55 TITLE III: OPEN VIDEO SYSTEMS 5. Right-of-Way Usage. An open video system operator shall be subject to all requirements of state and local law regarding authorization to use or occupy the public rights-of-way, except to the extent specifically prohibited by federal law FCC approval of an open video system operator's certification pursuant to 47 U.S.e. § 573 shall not be taken to confer upon such operator any authority to use or occupy the public rights-of-way that such operator would not otherwise possess. PASSED AND ADOPTED this ~ day of APPROVED: ATTEST: City Clerk APPROVED AS TO FORM REVIEWED BY: City Manager City Attorney 56 A CABLE FRANCHISE AGREEMENT BETWEEN CI,TY OF DUBUQUE, IOWA AND MCC IOWA, LLC [date] CABLE FRANCHISE AGREEMENT CITY OF DUBUQUE. IOWA Page 1. DEFINITIONS,."....".,...,....".."..,.."",.......,....,....,..,..,....."..",.."........,."......,.".........."..",1 (a) Cable Ordinance ,.....,........."..,...,.........,..,.....,..".,.........."...,.,...."..,.........,...,...,.,.".. 2 (b) Franchise Agreement or Agreement......................................................................... 2 (c) Franchise Area ....,........"..,.....,...,.."....."...............",..,.....,..,.,.."....,..".,.......",.."...,.2 (d) Grantee..,..,.,..,..".."....,...",...,...,.....,...,..",.........."....,........,.,..,.....,.."........",.."..,.... 2 (e) Gross Revenues ....,...,...""...,."....",.."..".......,..",.",...,',..,'"",..,."..,......".,....,....,..,,2 (f) Institutional NetWork or NetWork:.........................................................................., 2 ~ ~,.,."..,.".,',..,...."..,.."..,...,.....,.,',....,.."..,....,....,.,.".."."......."",....."."".".....,.2 (h) Plant Mile...,.".,..."...,....,..,...,.,....",...,...".."...,......,",..",....,...".,..,..,...,.",.",....,...,..,2 (i) Prior Franchise..,....,....,...,.."."...,....,.........,.."..".."..."".."."."....,..,...,......,....,.........2 2, GRANT OF AUTHORITY; LIMITS AND RESERVATIONS......................................... 3 (a) Grant of Authority .,........,..".,...................,...,..",....,.."".".....,.....,..,.....",..,....,....,...3 (b) Area Served..,.......,....,..."..,..,.........,....,..",..",."........".............,.".............,....,..."...,3 (c) Term ,..,..,.,......,..."..."...,.",..,.....,..,....,',.,',..,.........,...."......."".."......,..".......""....3 (d) Grant Not Exclusive .."...,....."..".....,...,....,...".""",.,..,.,."..,.....,.....".........."."......,.3 (e) Compliance With Applicable Law............................................................................ 3 (f) Franchise Agreement Subject to Exercise of Police Powers...................................... 3 ~ Approval and Effective Date..........:......................................................................... 4 (b) Effect of Acceptance:,.."........."...."...,..",..",.."........,.....,."..,..,.,.....",.,........".."....,4 ø Claims Related to Prior Franchise ............................................".............................. 4 G) Waivers ,..,...."..,.........,......"..,...,.....,........,.......,',..,',.....,.",.,."............,.,....."..",...... 4 (k) No Recourse ...,........".."........."...",..."..",.".,..,..."",..,....,....",.,.,......,..".......",..,....5 3. TRANSFERS"....,..,.",..,..."..."...,.,........",............,....,...,.....,...."..".......,..,..,.......,..",.......",5 4, PROVISION OF CABLE SERVICE..,...."....,...,...",.""..,......,.."..,..,.............."...",.""..,... 5 (a) Line Extension Requirements ................................................"................................ 5 (b) Continuity of Service.......................,....,....,........"....,....,....,.,.....,....."......,....,...",....6 5. SYSTEM FACILITIES, EQUIPMENT AND SERVICES................................................. 6 (a) System Characteristics.....,.."..".....,..."....,.......,..."....,...........,...."........""",........"...6 (b) System Functionality ......,.."..,...,.....,....,..."..",....,......................,.....,.,.....,....,.....,..,,7 (c) Technical Standards .,....,......,..",............",....,...,.....,...."..".......,...........",..."....,...".8 (d) Interconnection..,....,...."..,.............,..."...,....,..".....,..""..,.....,............,.",.",........"...8 (e) Emergency Alert System .......................................................................................... 8 (f) Coordination of Trenching....,...,.....,.............................,...,.......,..". "......,...",.""..,..9 ~ Updating..".,..,........",..........,..."....,.........,.""............""..".,........,.,......".."".",....... 9 6. CHANNELS AND FACILITIES FOR PUBLIC, EDUCATIONAL AND GOVERNMENTAL USE .....,......,...."......,....,....,.........,.........,...,........,....,.........,..."..,..,.10 (a) Access Channels..,..,...,.......,.,........"..".....,..",...,.............,...,."..,....,.."...."..."..,.....10 (b) Capital Grant for Access Equipment and Facilities................................................. 13 (c) Public Access ,.,...,.."......,..,.....,..........",.............,..,',."..........."..,....,....,....,...".,...,. 13 (d) Return Feed From Facilities ................................................................................... 13 (e) Management of Channels,..".,."......,....,....."..."......"..".,.......,., ..........,.."..........,.,,14 (f) Editorial Control"..,...,...,.....,.,.......,...",.........,..........,....,.",.,.....",..,....."..",...,..,...14 (g) Cable Service to Certain Facilities........................................................................... 15 (h) Institutional Network.".,...,...,.........,.....,....,...."...,......,..,..".".......,.................,...,., 15 (i) Costs and Payments Not Franchise Fees ................................................................ 23 7. FRANCHISE FEE."..,...,.."..,........."."..,...,....."...."..",........."."..,.",."....,...."........,.",.",23 (a) Payment to City."."......",....,......,..".....,.",.............".".....,......,.."".,......."."",.......23 (b) Final Payment ",.....",..,....."..,..".,....".........""",.."........."",."........,....,..........."",,24 (c) Supporting Information "....."........".........",...,.......,.."..,..".,........"...".......",.",....24 (d) Late Payments,..,..".."..,.."..,......,.",...,....",..."...,...,.."..,."".........".."........",.."."..24 (e) Audit ..,..".",.....,...,...,..,..".....,..",."....,",..,',..,......."..,..,...............,...........,..,.",...25 8, PERFORMANCE GUARANTEES AND REMEDIES .................................................. 25 (a) Performance Bond..,...,...,.,...,..".,..........."....,...,...,...,..,..,.......,."".",.,.,.".""..,......25 (b) Letter of Credit .."."...,.."."..,..,......."...,...."".."..........,.."..,..".......,.".."........,."",.26 (c) Rights Cumulative...."."..,...,..,.......,.."",.............,..",..,.....".".."....,....,...."...,.....",26 (d) Security Fund Procedures,.".........",.,.,....",..",...........,..,."..,........"....,.........,..",.,.. 27 (e) Remedies.,...,..,......"..".."..,....."....,.",...",...."..",."........."..,...,....,..".,..."..........,... 27 (f) Liquidated Damages.".........,..".......,...............".......,.........,..",.",........",..".........,,28 (g) Shortening, Revocation, or Termination of Franchise ............................................ 29 9, MISCELLANEOUS PROVISIONS .".......""...,.....,...",.",.........".,.."........,.,....,........,.,.,,30 (a) Binding Acceptance .....".".".,........,.............""""""""""""""'"....",..",.........",.,.30 (b) Severability,."..........,...,...,.",.,.."...,...",...,...........,.",..".,.......,..".."..........".."........ 30 (c) Grantee Bears Its Own Costs................................................................................. 31 (d) Force Majeure .."..,.......,......,...."..........,.........."..,....,...,.,..""""'".."....,....",.......",31 (e) Governing Law ...".."..,.....",.,...,.."..""""""""""""""""""""...".,....,............".,.. 31 (f) Notices.,..",.,..,.......,...,...,..,..,...,..",...,................,..".........,............,..........,...".,...... 31 (g) Time of the Essence...............................................................................................31 (h) Captions and References ........................................................................................31 (i) Understanding and Consent ..................................................................................,31 1: DEFINITIONS, CABLE TELEVISION FRANCHISE AGREEMENT BETWEEN CITY OF DUBUQUE, IOWA AND MCC IOWA, LLC THIS CABLE FRANCHISE AGREEMENT (the "Franchise Agreement") is entered into by and between City of Dubuque, Iowa ("City"), a municipal corporation and MCC Iowa, LLC, a [insert state of formation] [corporation/limited partnership] ("Mediacom"). WHEREAS, Mediacom has asked the City to renew Mediacom's nonexclusive franchise (the "Prior Franchise") to construct, operate, maintain, update and re<;onstruct a cable services delivery system in the City; and WHEREAS, the construction, installation, maintenance and operation of such a system involves the occupation of and placement of private commercial facilities in the Public Rights-of- Way within the City; and WHEREAS, the City has reviewed Mediacom's performance under the Prior Franchise and the quality of service during the Prior Franchise term, has identified the future cable-related needs and interests of the City and its citizens, has considered the fmancial, technical and legal qualifications of Mediacom, and has determined whether Mediacom's plans for constructing, operating and maintaining its Cable System are adequate, in a full public proceecling affording due process to all parties; and WHEREAS, the City has relied on Mediacom's representations and has considered the information that Mediacom has presented to it; and WHEREAS, based on Mediacom's representations and information, and in response to its request for renewal, the Council has determined that, subject to the provisions of the Cable Ordinance, and the terms and conditions set forth herein, the grant of a new nonexclusive franchise to Mediacom, to supersede the Prior Franchise, on the terms and conditions herein and subject to applicable law, is consistent with the public interest; NOW, THEREFORE, in consideration of the City's grant of a new franchise to Mediacom; Mediacom's promise to provide Cable Service to residents of the City pursuant to and consistent with the Cable Ordinance, its Franchise, and the terms and conditions set forth herein; and other good and valuable consideration, the receipt and the adequacy of which is hereby acknowledged, THE SIGNATORIES DO HEREBY AGREE AS FOLLOWS: 1. DEFINITIONS. Except as otherwise provided herein, the defmitions and word usage set forth in the Cable Ordinance are incorporated herein and shall apply in this Agreement. In addition, the following definitions shall apply: 1: DEFINITIONS. (a) Cable Ordinance: [Insert reference to Ordinance], as it may be amended from time to time. (b) Franchise Agreement or Agreement: appendices hereto. This contract and any amendments, exhibits or (c) Franchise Area: The entire present territorial limits of the City and any area annexed thereto during the term of the Franchise. (d) Grantee: MCC Iowa, LLC, a [insert state] [corporation/limited partnership], (e) Gross Revenues: Any and all cash, credits, property or other consideration of any kind or nature derived from the operation of the Grantee's Cable System by the Grantee, its Affiliates, or any other entity that is a cable operator of the System, except where such revenues must be excluded pursuant to federal or state law, This defmition shall be construed so as to include all gross revenues to the maximum extent permitted by federal and state law, except to the extent specifically excluded in Section 1 (e) (2), and encompasses revenues that may develop in the future, whether or not anticipated. (1) Gross Revenues include, by way of illustration and not limitation, fees for any cable service; installation, disconnection, reconnection, and change-in-service fees; leased channel fees; late fees and administrative fees; fees, payments, launch fees, marketing support, or other payments or consideration received from programmers for carriage of programming on the System; revenues from rentals or sales of Converters or other equipment; studio rental, production equipment, and personnel fees; advertising revenues (including any commissions received by a third party); barter; revenues from program guides; and revenues from home shopping and bank-at-home channels. (2) Gross Revenues shall not include any taxes on services furnished by the Grantee which are imposed direcdy on any Subscriber or user by the state, City, or other governmental unit and which are collected by the Grantee on behalf of said governmental unit. A Franchise fee is not such a tax, and franchise fee expenses may not be deducted in determining the amount of the fee due to the City, (f) Institutional Network or Network: This term shall have the meaning given to it in Section 6(h)(1)(B) herein, (g) PEG: Public, educational, and governmentaL (h) Piant Miie: The length in miles of strand-bearing or underground cable as measured on the street or easement from pole to pole or pedestal to pedestaL (i) Prior Franchise: Cable Services Delivery Franchise, Appendix B of the Code of Ordinances of the City of Dubuque Iowa, Ordinance No. 42-81 (passed July 29, 1981). 2: GRANT OF AUTHORITY; LIMITS AND RESERV A nONS 2. GRANT OF AUTHORITY: LIMITS AND RESERVATIONS (a) Grant of AuthoritY: Upon passage by the Council of an ordinance granting a franchise to the Grantee, the Grantee will be granted a franchise subject to the terms and conditions of this Franchise Agreement, and subject to the Cable Ordinance and all other applicable law. This Franchise shall grant no authority for the Grantee to use the City's Public Rights-of-Way for any purposes other than provision of Cable Service, except to the extent other services may be provided pursuant to Section 6(h) herein. No privilege or power of eminent domain is bestowed by this grant; nor by this Agreement. This Agreement does not confer any rights other than as expressly provided herein. The franchise will be for the period specified in Section 2(c) below, during which time the Grantee will receive the right and obligation to construct, reconstruct, operate and maintain a cable television system within the public rights-of-way in the City for the sale purpose of providing cable service, If for any reason whatsoever the Council does not pass such an ordinance, this Franchise Agreement will be of no further force and effect. (b) Area SenJed The Franchise is for the Franchise Area, as that term is deemed herein. (2) The Grantee shall build its system so that it is able to provide service to all areas located within the City limits as they existed on the effective date of this Agreement. It must build the system so that it can extend service to persons in the City, including residents located in areas which may be annexed in the future, in accordance with the provisions of this Agreement, unless this requirement is waived in writing by the City, (c) 7èrm: The Franchise and this Franchise Agreement shall extend for a term of - years, commencing on the date accepted below by the Grantee, unless the Franchise is earlier revoked or its term shortened as provided herein or in the Cable Ordinance, (d) Grant Not Exclusive: The Franchise and the right it grants to use and occupy the Public Rights-of-Way shall not be exclusive, and the City reserves the right to grant other franchises for similar uses or for other uses of the Public Rights-of-Way, or any portions thereof, to any Person, or to make any such use itself, at any time, with or without a franchise, (e) Compliance With Applicable Law: The Grantee shall comply with the Cable Ordinance and all other applicable law. The Grantee accepts and agrees to all of the provisions of the Cable Ordinance, and the obligations imposed upon it thereby, to the same degree and extent as if each and every such provision were repeated herein, and irrespective of whether any such provisions be so repeated. (f) Franchise Agreement Subject to Exercise of Po/ice Powers: All rights and privileges granted herein are subject to the police powers of the City and its rights under applicable laws and regulations to exercise its governmental powers to their full extent and to regulate the Grantee and the construction, operation and maintenance of the Grantee's Cable System, including, but not limited to, the right to adopt and enforce additional ordinances and regulations as the City shall find necessary in the exercise of its police powers, the right to adopt and enforce applicable zoning, building, pennitting and safety ordinances and regulations, the right to adopt and enforce ordinances and regulations relating to equal employment opportunities, and the right to adopt and enforce 2: GRANT OF AUTHORITY; LIMITS AND RESERVATIONS ordinances and regulations containing right-of-way, telecommunications, utility and cable television consumer protection and service standards and rate regulation provisions, except to the extent that an exercise of such powers would impair the obligations of this Agreement as prohibited by Article 1, Section 10, clause 1 of the u.s. ConstitUtion. (g) Approva/ and Effictive Date: This Franchise Agreement shall become effective upon its approval by the Council. (h) Effict of Acceptance: By accepting the Franchise and executing this Franchise Agreement, the Grantee: (1) accepts and agrees to comply with each provision of the Cable Ordinance and this Agreement, and all applicable federal, state, and 10callaws and regulations; (2) acknowledges and accepts the City's legal right to grant the Franchise, to enter this Franchise Agreement, and to enact and enforce ordinances and regulations related to the Franchise; (3) agrees that the Franchise was granted pursuant to processes and procedures consistent with applicable law, and that it will not raise any claim to the contrary, or allege in any claim or proceeding by the Grantee against the City that any provision, condition or term of the Franchise, the Ordinance or this Franchise Agreement at the time of the acceptance of the Franchise was unlawful, unreasonable or arbitrary, or that at the time of the acceptance of the Franchise any such provision, condition or term was void or that the City had no power or authority to make or enforce any such provision, condition or term; and (4) agrees that it will not oppose intervention by the City in any proceeding affecting the Grantee's Cable System. (i) Claims Related to Prior Franchise: As of the effective date of the Franchise, the Prior Franchise shall be of no further force and effect, and as of that date, the Grantee surrenders any rights it had thereunder. The Grantee shall remain liable for payments of all franchise fees owed under the Prior Franchise, and the grant of the Franchise shall have no effect on the Grantee's duty under the Prior Franchise to indemnify or insure the City against acts and omissions occurring during the period that the Prior Franchise was in effect, The Grantee shall remain liable for all losses or damages resulting from any failure to construct, install or maintain its cable system properly, and shall be obligated to correct any such failures. (j) Waivers (1) On petition by the Grantee, the City may in its discretion waive any provision of this Agreement, if such waiver is in the public interest. (2) The failure of the City on one or more occasions to exercise a right or to require compliance or performance under this Franchise Agreement, the Cable Ordinance or any other 3: TRANSFERS applicable law shall not be deemed to constitute a waiver of such right or a waiver of compliance or perfonnance by the City, nor to excuse the Grantee from complying or performing, unless such right or such compliance or performance has been specifically waived in writing, (3) Waiver of a breach of this Agreement shall not be a waiver of any other breach, whether similar to or different from that waived. Neither the granting of the Franchise, nor any provision herein, nor any action by the City hereunder shall constitute a waiver of or a bar to the exercise of any governmental right or power of the City, including without limitation the right of eminent domain. (k) No Recourse: Without limiting such immunities as the City or other Persons may have under applicable law, a Grantee will have no monetary recourse against the City or its officials, boards, commissions, agents or employees for any loss, costs, expense or damage arising out of (i) the construction, operation or repair of its Cable System, including in cases where the act or omission giving rise to the same was required under Applicable Law or directed by the City; or (¡i) the acts or omissions of the City or any other entity using the Public Rights- of-Way or other property under the City's control, except acts and omissions of the City that involve intentional misconduct by the City, 3. TRANSFERS The Grantee shall comply with all requirements of the Ordinance and applicable law regarding transfers. 4. PROVISION OF CABLE SERVICE (a) IJne Extension Requirements (1) Existing- boundaries. Within the City's boundaries as they existed on the effective date of this Agreement, the Grantee must extend its Cable System to provide service to any person or business upon request, without charging such person or business more than the standard installation charges, unless the Grantee demonstrates to the City's satisfaction that extraordinary circumstances jnstify a waiver of this requirement. (2) New areas. In any area annexed by the City after the effective date of this Agreement: (A) From the date of annexation until three years after that date, the Grantee shall extend its Cable System as necessary to provide service to every school and government facility and every residential and institutional subscriber where the average potential subscriber density is at least thirty (30) potential subscribers per linear mile of distribution network, or where (for residential dwelling units) the dwelling unit is within two hundred (200) feet of any existing portion of the Cable System, 5: SYSTEM FACILITIES, EQUIPMENT AND SERVICES (B) Beginning three years after the date of annexation, the Grantee shall be subject to the same standard as applied within existing boundaries pursuant to Section 4(a)(1), (C) Nothing in this Section 4(a) shall be construed to prevent the Grantee from extending service to all units in an annexed area at an earlier date. (b) Continuity of Service (1) The Grantee shall ensure that all Subscribers receive continuous uninterrupted service. At the City's request, the Grantee shall operate its System for a temporary period (the "Transition Period") following the termination, sale, or Transfer of its Franchise as necessary to maintain service to Subscribers, and shall cooperate with the City to assure an orderly transition from it to another Grantee, The Transition Period shall be no longer than the reasonable period required to ensure that Cable Service will be available to Subscribers, and shall not be longer than thirty-six (36) months, unless extended by the City for good cause. During the Transition Period, the Grantee will continue to be obligated to comply with the terms and conditions of this Agreement and applicable laws and regulations, (2) If the Grantee abandons its System during the Franchise term, or fails to operate its System in accordance with the terms of this Agreement during any Transition Period, the City, at its option, may operate the System, designate another entity to operate the System temporarily until the Grantee restores service under conditions acceptable to the City or until the Franchise is revoked and a new Grantee selected by the City is providing service, or obtain an injunction requiring the Grantee to conrinue operations, If the City is required to operate or designate another entity to operate the Cable System, the Grantee shall reimburse the City or its designee for all reasonable costs and damages incurred that are in excess of the revenues from the Cable System. (3) The Grantee shall be deemed to have abandoned its system if the Grantee fails to provide Cable Service in accordance with its Franchise over any portion of the Franchise Area for ninety-six (96) consecutive hours, unless the City authorizes a longer interruption of service or the failure is due to force majeure as characterized herein, or the Grantee, for any period, willfully and without cause refuses to provide Cable Service in accordance with its Franchise over a substantial portion of the Franchise Area. 5. SYSTEM FACILITIES. EQUIPMENT AND SERVICES (a) System Characteristics: The Grantee's Cable System shall, at all times during the Franchise term, meet or exceed the following requirements: (1) Industry-accepted Equipment. The System shall use equipment generally used in high-quality, reliable, modern systems of similar design, including but not limited to backup power supplies capable of providing power to the system for not less than three hours according to manufacturer's reasonable specifications, in view of local conditions, in the event of an electrical 5: SYSTEM FACILITIES, EQUIPMENT AND SERVICES outage. The obhgation to provide such backup power supplies shall apply to the Grantee's headend, each fiber optic node, and any other 10cation(s) within the System necessary to maintain service to Subscribers who have power for not less than three hours in the event of an electrical outage affecting the System. In addition, the System's electronics shall be capable of passing through the signals received at the headend without substantial alteration or deterioration (thus, for example, the System shall include components so that a signal received at the headend in color may be received by a Subscriber in color and a stereo signal in stereo). The Grantee shall comply with all applicable laws and regulations concerning System compatibility with Subscribers' television receivers and/or videocassette recorders. The City may require Grantee to add equipment and facilities to its System as necessary to comply with this paragraph, and may establish reasonable deadlines for completion of that work, (2) The Grantee shall comply with all FCC regulations regarding scrambling or other encryption of signals, (3) No Deterioration to Access Signals. The System shall be so constructed and operated that there is no significant deterioration in the quality of PEG access siguals or leased access signals, either upstream or downstream, as compared with any other channel on the System. Deterioration refers to any signal problem, including but not limited to ghost images and other interference and distortions. (4) Consumer Equipment For Lease or Sale. Subject to applicable law or regulation, as part of the System, the Grantee shall offer every Subscriber the opportunity to use equipment that allow Subscribers to view a program on one channel while recording a program on another channel. (5) Parental Control. The Grantee shall ensure that means are available to enable Subscribers to block out audio and video on any undesired channels on the System, (6) Program Security, The System shall include equipment so that any pay-per-view programming can only be activated by the positive action of a subscriber using, for example, a private identification number or other individual selection procedure. (7) Service to Persons with Disabilities, All closed-caption programming retransmitted by the System shall include the closed-caption signal. For hearing impaired Subscribers, the Grantee shall provide information concerning the cost and availability of equipment to facilitate the reception of all basic services for the hearing impaired. In addition, the Grantee must have TDD/TIY (or equivalent) equipment at the company office, and a publicly listed telephone number for such equipment, that will allow hearing impaired customers to contact the company, (b) System Functionality (1) The Cable System shall have functional capabilities at least as good as those of a system with the following characteristics: 5: SYSTEM FACILITIES, EQUIPMENT AND SERVICES (A) bandwidth of at least 750 MHz on all active components and at least 1 GHzJor all passive components; (B) no more than 500 homes on the average, and no more than 700 homes in any case, served from any fiber node, with sufficient fibers to each node so that each 500-home node could readily be converted to a node of 150 or 200 subscribers; (C) no more than four active components in a cascade from any node; and (D) bidirectional activation with a clean return path permitting a current minimum average of approximately 512 Kbps upstream. (2) The Grantee shall implement status monitoring throughout the System at all hubs and nodes. The status monitoring system must, among other things, monitor signal level and distortion parameters and alert the Grantee when and where back-up power supplies are being used. (3) The System shall provide two-way capability, (c) Technical Standards: The Cable System shall meet or exceed the technical standards set forth in 47 c.F.R. § 76.601 and any other applicable technical standards. (eI) Interconnection (1) The Grantee shall design its System so that it may be interconnected with other cable systems or similar communications systems in the area. (2) Upon request of the City, the Grantee shall interconnect with any other Cable Communications System within the City, or adjacent to the City, on fair and reasonable terms for interchange of PEG programming, emergency alerts, and I-Net transmissions. In the event of a dispute, the City Manager may issue an order establishing the terms and conditions under which interconnection shall occur, and the Grantee shall comply with the order. (3) The City may grant reasonable extensions of time to interconnect or rescind its request to interconnect upon petition by the Grantee to the City. (4) The Grantee shall cooperate with any interconnection corporation, regional interconnection authority, state or federal regulatory agency which may be hereafter established for the purpose of regulating, facilitating, fmancing or otherwise providing for the interconnection of communications systems. (e) Emergency Alert System (1) The Grantee shall install and maintain for use by the City an Emergency Alert System ("EAS") meeting all applicable requirements of federal law, 5: SYSTEM FACILITIES, EQUIPMENT AND SERVICES (2) The Grantee's System shall incorporate an emergency override that is remotely activated by telephone and allows a representative of the City to override at least the audio on all channels on the Grantee's System, without the assistance of the Grantee, in the event of emergency or for reasonable tests. (3) The Grantee shall provide, in a location designated by the City, all equipment for use of the emergency override, In the event of an emergency or disaster, upon the request of the City Manager, the Grantee shall make its override facilities available to the City for emergency use. (4) override or EAS. The Grantee shall cooperate with the City in any test of the emergency (j) Coordination of Trenching (1) Grantee shall provide the City with reasonable advance notice of any plans to install underground facilities in the City's public rights-of-way, so that the City may at its discretion install conduit and/or fiber of its own at the same time. The City shall provide Grantee with reasonable advance notice of any planned street openings in the City's public rights-of-way, so that Grantee may at its discretion install facilities of its own at the same time. (2) Grantee and the City shall work together to develop routine procedures by which this coordination can be accomplished, (g) Updating (1) No later than October first of each year of the franchise term, beginning with the first October 1 date occurring after the effective date of this Agreement and continuing until the franchise is either terminated or renewed, Grantee shall provide $400,000 for the purpose of updating the Cable System. Such monies shall not be used for operational, repair, maintenance, replacement, or line extension purposes, but shall be used to improve the technology and capabilities of the existing System. (2) The City and Grantee shall jointly determine how to most appropriately expend such monies for updating the Cable System. Updating monies shall be expended as agreed by the City and Grantee, provided that on each October first, any monies on whose expenditUre the City and Grantee have been unable to agree since the preceding October first shall be distributed equally among the then basic subscribers on their statements for that month. (3) Updating monies may be expended as such become available, may be advanced on account for expenditUre, or may be invested for later expenditUre along with all interest earned thereon, as may be agreed by the City and Grantee. An agreement on any of these three uses shall satisfy the requirement for agreement stated in Section 5(g)(2). 6: CHANNELS AND FACILITIES FOR PUBLIC, EDUCATIONAL AND GOVERNMENTAL USE 6. CHANNELS AND FACILITIES FOR PUBLIC. EDUCATIONAL AND GOVERNMENTAL USE (a) Access Channels (1) The Grantee shall make available to all Subscribers on the System at least five (5) video Channels for public, educational and governmental use, which Channels shall be in addition to any capacity provided on the Institutional Network pursuant to Section 6(h). (2) In addition to the Channels specified in subsection 6(a)(1), the City may require the Grantee to make available additional video Channels pursuant to the criteria in this subsection 6 (a) (2). Such additional channels shall be provided by the Grantee within ninety (90) days after a written request from the City when such criteria are fulfilled, (A) (B) (C) Public Access: Grantee shall provide an additional channel whenever all the channels set aside by the City for public access programming are programmed with qualified programming at least eighty percent (80%) of the cumulative time of 70 hours per week, over a consecutive sixteen (16) week period. All qualified programming shall count in this measurement for the actual running time shown. Repeat programs as defined in Section 6(a) (2) (D) (i) are qualified programming only to a maximum of fifteen percent (15%) of total qualified programming, Programs which are neither locally produced programming nor programming related to the City or region may be qualified programming only to a maximum of fifty percent (50%) of total qualified programming. Educationa/ Access: Grantee shall provide an additional channel whenever any of the channels set aside by the City for educational access programming is programmed with qualified programming at least eighty percent (80%) of the cumulative time of sixty hours per week over a consecutive sixteen (16) week period. All qualified programming shall count in this measurement for the actual running time shown. Repeat programs as defmed in Section 6 (a) (2) (D) (i) are qualified programming only to a maximum of twenty-five percent (25%) of total qualified programming, Governmental Access: Grantee shall provide an additional channel whenever all the channels set aside by the City for governmental access programming are programmed with qualified programming at least eighty percent (80%) of the cumulative time of sixty hours per week over a consecutive sixteen (16) week period. All qualified programming shall count in this measurement for the actual running time shown, Repeat programs as defined in Section 6(a)(2)(D)(i) are 6: CHANNELS AND FACILITIES FOR PUBLIC, EDUCATIONAL AND GOVERNMENTAL USE qualified programming only to a maximum of fifty percent (50%) of total qualified programming. (D) As used in this subsection 6(a)(2): (i) (ii) (iii) (iv) "repeat program" means the running time of any program only to the extent it is shown more than four (4) times during the test hours over the applicable measurement period (e.g" 16 weeks in Section 6(a)(2)(A)). "locally produced programming" means programming (a) produced within the City, or (b) produced by any City resident or any agency, public or private, which provides services to City residents within the City, regardless of the location at which the programming was produced. "programming related to the City" and "programming related to the Region" means programming which addresses the educational, political, social or cultural interests of any segment of the residents of the City or of the Region. For public access programming, the programming must also relate to the City or the Region, "qualified programming" except as specified more particularly above, includes any material carried on the access channels, except for "bulletin board" material where the same text (or video and text) screen is sent simultaneously to all system subscribers. The term "qualified programming" includes bulletin board material if the material consists of multiple and different text (or video and text) screens transmitted to different Subscribers simultaneously or where the content of the bulletin board can be selected by a viewer, even if the resulting message is then available to all viewers of the channel. No more than one additional channel may be triggered based in whole or in part on such interactive bulletin board material. (3) The Grantee will provide any Access Channels on the basic tier throughout the life of the Franchise, or if there is no basic tier, shall provide the Access Channels as part of the service provided to any Subscriber, at no additional charge, and so that the channels are viewable by the Subscriber without the need for additional equipment. If Channels are selected through a menu system, the Access Channels shall be displayed as prominently as commercial programming choices offered by Grantee, 6: CHANNELS AND FACILITIES FOR PUBLIC, EDUCATIONAL AND GOVERNMENTAL USE (4) If Grantee's System carties local broadcast stations in a high definition format, any PEG channel shall also be transmitted in such a high definition format upon request of the entity managing that PEG channel. (5) Access channel assignments shall be the same throughout the System. Access channel assignments should not be changed unless there is good cause and the access channel programmer consents to the change. Such consent to a channel assignment change shall not be unreasonably withheld. Any such reassignment must be to a Channel of technical quality at least equivalent to that of other Channels on the System. In the event of such a reassignment, Grantee shall pay the costs of all equipment, advertising, and promotional materials reasonably required due to the reassignment, and shall provide notices to educate viewers as to the reassignment. In the event Grantee makes any change in the Cable System and related equipment, or facilities or in its signal delivery technology, which would have a material adverse impact on the transmission or signal quality of Access programming, the Grantee shall at its own expense take all necessary steps to ensure that, at a minimum, such quality is maintained at no less than the previous level. (6) If any video channel reserved for PEG use is digitally compressed, the additional capacity gained from that compression (over and above the capacity needed to carry the original access channel) shall continue to be controlled by the entity that manages that PEG channel, and may be used by that entity for PEG purposes upon a reasonable showing of need or interest in using such capacity. (7) To the extent that the resources that determine access to and use of Grantee's system are not expressed solely in terms of channels (for example, if Grantee employs on-demand delivery that relies on stœage capacity on file servers), Grantee shall upon request provide each entity managing a PEG channel with a pro rata share of the system's maximum capacity in such other resources, proportional to the ratio of the original analog PEG channel to the total count of 6 MHz analog channels that could be carried on the system. In particular, and without limitation, Mediacom must provide the necessary file servers and other equipment to enable the public, educational, and governmental entities that program the PEG channels to store programs for random access and allow subscribers to search for and retrieve such programs. (8) If Grantee makes changes to its cable system that require improvements to access facilities and equipment - for example, transition to a new mode of digital transmission - Grantee shall within 30 days provide any necessary additional facilities or equipment needed so that the PEG facilities and equipment may be used as intended, including, among other things, so that live and recorded programming can be cablecast efficiently to subscribers. (9) Grantee shall provide sufficient funding to all entities managing PEG channels to cover completely the costs of any facilities or equipment that may be required to implement any requirements imposed on PEG channels by the Federal Communications Commission, or any other agency or governmental unit, for captioning or video description. 6: CHANNELS AND FACILITIES FOR PUBLIC, EDUCATIONAL AND GOVERNMENTAL USE (10) The City agrees that its designated Educational and Governmental access channels and capacity are not to be used for any for-profit, commercial purposes by the City or third parties. Use of such channels or capacity is not "for profit" or "commercial" solely because an access programmer or access channel manager has more revenues than expenses, or because the activity in which it is engaged is provided on a for-profit basis by private entities in other communities or the City. Nothing prevents the City from authorizing charges to users or viewers to pay for such non- commercial services such as fees for video class instruction or charges to recover the cost of special use equipment, or as they may be required to charge under applicable law. (b) Capital Grant for Access Equipment and Facilities (1) In addition to the franchise fee, the Grantee shall deposit two and one-half percent (2,5%) of its gross revenues annually, paid at the same time and in the same manner as the franchise fee, in an interest-bearing account upon which the City may draw for capital support for PEG and I-Net use, in its sole discretion, at any time while the Franchise remains in effect (the "PEG Capital Support Fund"). Grantee may draw upon the PEG Capital Support Fund for capital expenditures for public access in the City upon prior approval by the City. Any unused funds will return to the Grantee at the end of the franchise term. (c) PublitAccess (1) Grantee shall have a continuing obligation, throughout the life of this franchise, to provide studio production facilities, production assistance, editing, scheduling and playback, training, outreach, management, and administrative support for users of the public access channels. The ability to produce and show programming on the public access channels shall be available to the public generally on a first-come, first-served basis, and shall not require Applicant to exercise editorial control over such use, pursuant to 47 U .S.C, § 531(e). (2) In particular, and without limitation, Grantee shall ensure that production facilities and support are available at least sixty-eight (68) hours per week to provide to interested members of the public training and assistance in the use of PEG access production equipment and assistance in the production of PEG programming, The Grantee shall maintain all PEG access equipment, provide for the check-in and check-out of PEG access equipment, and schedule the use ofthe Grantee's facilities by persons producing PEG programs, (d) Return Feed From Faci/ities (1) Grantee shall connect the following access origination sites by dedicated fiber-optic upstream feeds to the headend, including both the fiber itself and all terminal equipment necessary for transmission of the signals for each access channel to be originated there. (A) (B) Public access studio Public school central administrative office at The Forum, Cheney Road Master control room at Loras College (C) 6: CHANNELS AND FACILITIES FOR PUBLIC, EDUCATIONAL AND GOVERNMENTAL USE (D) City Hall Annex (2) The dedicated connections required by Section 6(d)(1) shall be designed and built to include all equipment, including but not limited to laser transmitters, modulators, and processors, drops and wiring, so that each such center can send signals to the headend on at least two channels initially and up to two additional channels if additional downstream channels are activated for PEG use; and so that the facilities can each remotely and without assistance from the Grantee or access to its headend (1) receive signals from distant locations; (ii) route signals originated at that center or at other locations onto any of the access channels on the regular subscriber network; and (iii) otherwise control the signals to allow for smooth breaks, transitions, insertion of station IDs and other material. Grantee shall bear the cost of acquiring all equipment necessary to meet this requirement. (3) Grantee shall ensure that programming received via the upstream feeds is retransmitted as sent by the PEG programmer, without changing the attributes of the signal in such a way as to effectively degrade the output. The facilities and equipment provided would not be adequate if there would be more deterioration on channels set aside for public, educational and government use on the I-Net or subscriber network than on other channels on the cable system. Deterioration refers to any signal problem reflected in FCC technical standards, including, but not limited to, ghost images and other interference, distortions, degradation of chroma and luminance, and imperfections. (e) Management of Channels (1) The five initial access channels shall be managed as follows: (A) public access: by Grantee (B) governmental access: by the City (C) educational access: one by the Dubuque Community School District; one jointly by the other educational institutions in the City (2) The City may at any time designate one (1) or more entities, including a non-profit access management corporation, to perform any or all of the following functions: (A) to manage any Public, Educational, or Government Access Channel; to establish policies for the use of access channels and facilities; and/or to manage any necessary scheduling or allocation of capacity on the Institutional Network. (B) (C) (f) Editorial ControL' Except as expressly pennitted by federal law, the Grantee shall not exercise any editorial control over the content of programming on the designated Public, Educational and Governmental Access Channels (except for such programming as the Grantee may produce and cablecast on such Channels). 6: CHANNELS AND FACILITIES FOR PUBLIC, EDUCATIONAL AND GOVERNMENTAL USE (g) Cable Seroice to Certain Facilities (1) Upon the request of the City, Grantee shall without charge provide one activated outlet at each school and each facility owned or leased by the City, as shall be designated by the City from time to time. (2) Grantee shall also provide any converters, decoders, or similar equipment necessary for user equipment (such as television sets and computers) to receive all subscriber network services at each such outlet, with all capabilities or options afforded at a given time by the System. Grantee shall supply one converter, decoder, or similar item per site, and shall ensure that all signals are provided at such outlets with sufficient strength that they can be further amplified to distribute them throughout the site. (3) Grantee shall charge only its direct cost of installing any additional subscriber network drops and service outlets requested by a school or the City at a facility owned or leased by the City. (4) Whenever necessary, or dictated by changes in Grantee's technology, Grantee shall upgrade all converters, decoders, or similar equipment provided pursuant to this section, in order to ensure that the site can receive all services offered by Grantee. (h) Institutional Network (2) Definitions. For purposes of this Section 6(h): (A) "Dark Fiber" means fiber optic strands that are capable of carrying voice, video, and data transmissions but that have not yet been activated. "Institutional Network" or "I-Net" means a fiber-optic network related to the Grantee's cable system; such network is to be designed and constructed by the Grantee and is not generally available to subscribers of the Grantee's cable system. "Work" means whatever is required of the Grantee to perform and complete its duties under this Section. The term does not refer to activities of the Grantee required to perform and complete its duties under other Sections of this Franchise Agreement, including but not limited to construction of subscriber network facilities. Fiber Construction (A) The Grantee will construct the I-Net at the Grantee's expense, linking public, educational and governmental facilities in the City, in accordance with the conditions set forth in this Franchise Agreement. The I-Net shall be a bidirectional, fully fiber-optic network designed and constructed with single-mode fiber, in a design so that each of the designated service locations can originate and receive fully interactive video, data and voice signals, (B) (1) (C) (B) 6: CHANNELS AND FACILITIES FOR PUBLIC, EDUCATIONAL AND GOVERNMENTAL USE (C) (D) (E) (F) (G) (H) (1) 0) The Grante~ shall install I-Net fiber to specified sites as designated and described in Exhibit B, The Grantee shall collocate I-Net fiber with subscriber network fiber whenever reasonably feasible based on cable industry practices. The I-Net fibers shall be separate from any fibers utilized for the subscriber network, and the City shall have only such rights in the I- Net fibers as are set forth in Section 6(h)(6). At the headend, I-Net fibers shall be terminated and labeled using industry standard connectors in an area within the headend facility (the "Headend I-Net Service Area"). The Headend I-Net Service Area shall have space for four standard nineteen-inch racks for the I- Net Users' use in a secure building, sufficient heating and air conditioning, 48 V DC and 120 V AC power shall be available for the Headend I-Net Service Area, including backup power as specified for the system generally. At each aggregation site for I-Net traffic ("Aggregation Site"), I-Net fibers shall be terminated and labeled using industry standard connectors in an area within the Aggregation Site (an "Aggregation Site I-Net Service Area"). The Grantee shall have personnel available to provide City and other User personnel with immediate access to its Headend I-Net Service Area from 8 a,m. to 6 p,m, each business day, and at all other times shall have personnel available by pager to provide City and other User personnel with access within forty-five minutes of a call. If the Grantee and the City conclude that sites other than the Headend and Aggregation I-Net Service Areas would be preferable for termination of I-Net fibers, they may establish such sites by mutual agreement, The Grantee shall make all reasonable efforts to configure the assigned space in the Headend I-Net Service Area so that all equipment required by the City and other I-Net Users can readily be accommodated. The Users shall identify their reasonable power and HV AC requirements for the Headend I-Net Service Area, and the Grantee shall cooperate with the Users in satisfying such reasonable requirements, Single-mode fibers each will be built to each I-Net site as designated in Exhibit B. At each I-Net site, at the City's option, either ~) fibers shall be terminated using industry standard connectors at a demarcation point to be agreed upon by the Grantee and the User up to fifteen feet inside the building entry wall and consistent with the Grantee's direction of approach to the building, consistent with the FCC's rules as amended from time to time (the "Demarcation Point"), or (ii) the Grantee shall provide a coil of fiber-optic cable, without termination or connector, of a length reasonably requested by the User to permit the User or the facility owner to bring the 6: CHANNELS AND FACILITIES FOR PUBLIC, EDUCATIONAL AND GOVERNMENTAL USE (K) (1.) (M) (N) (0) connection further inside the building beyond that Demarcation Point in accordance with normal industry practice. Any I-Net fiber starting at the Demarcation Point and extending outward from the building shall be deemed to be on the Grantee's side of the Demarcation Point, and any I-Net fiber starting at the Demarcation Point and extending further inside the building shall be deemed to be on the user's side of the Demarcation Point.. The fiber-optic plant shall be installed to industry standards. The maximum fiber attenuation shall be 0.7 dB/Ian. at 1310 nm, plus a maximum of 0.2 dB loss for each splice. The average loss shall not exceed 0.3 dB per connector, The maximum allowed loss shall be 0,75 dB per connector. Maximum signal loss for any link shall not exceed the manufacturer's passive cable attenuation specifications, adjusted for cable lengths, splice loss and connector loss. The Grantee shall provide documentation of acceptance testing. Grantee shall maintain the I-Net fiber plant at a high level of reliability and will ensure that such I-Net fiber plant does not have an unreasonable number of outag~s as compared with other fiber-based institutional networks provided by cable operators pursuant to cable franchises, (i) The fiber I-net shall be considered as experiencing an "outage" for a user when that user cannot, because of a problem resulting from the failure of any Grantee-provided fiber optic network component or Grantee-provided interconnect, transmit video, voice and/ or data communications to from and/ or on the I-net. "Outage" conditions shall not include (A) infrequent scheduled preventive maintenance as long as fiber optic I-net users are notified at least five business days in advance; Or (B) Jòrce majeure. Aerial cable for the I-Net may be installed free-standing or overlashed to existing strand. New underground fiber optic cable shall be buried in conduit composed of concrete or in PVC pipe or polyethylene pipe. The Grantee shall begin construction of the I-Net within three months after the Effective Date. Grantee shall complete construction of 36% of the I-Net plant by the end of the fltst year after the Effective Date, an additional 30% by the end of the second year, an additional 21% by the end of the third year, and the remaining 13% by the end of the fourth year. The City shall determine the order in which sites are constructed, within the scope of these construction milestones. The I-Net shall be completed within four years after the Effective Date. All I-Net wiring on the User's side of the Demarcation Point and all I-Net Headend electronics, Aggregation Site electronics, and I-Net (ll) 6: CHANNELS AND FACILITIES FOR PUBLIC, EDUCATIONAL AND GOVERNMENTAL USE site electIofiics are the sole responsibility and property of the User, provided, however, that the City may use capital funds provided pursuant to this Agreement at its discretion for such wiring and electIonics. All costs associated with locating -or repairing any failure which is reported to the Grantee but which subsequently is determined to have occurred on the User's side of the Demarcation Point shall be paid for by the User, except to the extent that the Grantee's negligence or willful action may adversely affect such equipment or facilities. Coordination of Design and Construction ofI-Net (A) The Grantee shall activate I-Net segments in phases as construction is completed. The Grantee shall submit detailed site plans for design and construction of each I-Net segment consistent with Exhibit B at least forty-five days prior to the anticipated start of construction on that segment. The City shall review and approve such detailed site plans before the Grantee begins construction of the segment. The Grantee shall coordinate its design and construction planning with the City so that, in addition to the notice provided to the City pursuant to the system design submission process generally, the City shall have as much notice as reasonably possible so that it can plan for activation and use of the I-Net as the Grantee builds out the I- Net fiber. (4) Acceptance. Construction standards shall be as specified in the Ordinance. The acceptance procedure for each I-Net site is as follows: ten (10) days in advance of testing, the Grantee shall inform the City of an activation test. The City shall have the option to be present at the test. The Grantee shall perform the test after terminating the fibers on both ends and will conduct the test from the connector output at both 1310 nm and 1550 nm using an optical time- domain reflectometer (OTDR) from both ends of the fiber (at the user site and at the headend or aggregation site). The Grantee shall submit the test results to the City; the City may require re- testing of the segment if it is not satisfied with the results of the Grantee's tests. (5) Warranty, The fiber installed by the Grantee pursuant to this Section shall be warranted against defects in materials and workmanship for 12 months after acceptance. This warranty is in addition to, and does not relieve the Grantee from, its maintenance responsibilities pursuant to Section 6(h)(7), (6) Indefeasible Rights of Use (A) The City shall possess the indefeasible right to use fiber optic plant dedicated to the I-Net and any extensions or replacements thereof installed by the Grantee, subject only to such mechanic's or other liens as Grantee may have pursuant to state law (the "Indefeasible Rights of Use"). The Indefeasible Rights of Use shall be perpetual and shall survive any termination of the franchise agreement. In order to protect the City's right to continue using the Institutional Network pursuant to this Franchise Agreement, the Grantee shall cooperate with the City in recording its indefeasible right of use (3) (B) (C) (B) 6: CHANNELS AND FACILITIES FOR PUBLIC, EDUCATIONAL AND GOVERNMENTAL USE interest in the fibers with the State Department of Assessments and Taxation, the City Clerk, or such other office as may be appropriate. (7) Maintenance, The Grantee shall maintain, repair and, as necessary, replace I-Net fiber plant on the Grantee's side of the Demarcation Point in accordance with the following procedures and conditions: (A) (B) (C) Preventive and Routine Maintenance. The Grantee shall perform routine and preventive maintenance on I-Net plant in the same time and in the same fashion as routine and preventive maintenance are performed for the subscriber network, without charge to the City or other Users. In the course of performing routine and preventive maintenance, the Grantee shall use its best efforts to identify potential trouble conditions warranting repair or replacement of I- Net plant not bundled together with subscriber network plant. The Grantee shall as promptly as practicable report potential trouble conditions to the City. Service Outages; Outage Categories. For purposes of this Section 6(h), the term "Service Outage" shall mean any condition or damage affecting the I-Net plant that precludes or substantially impairs the transmission of information on the I-Net or a' portion thereof. Response and restoration times are determined by the category of service outage as follows: (i) Critical Outage: Loss of service to one of the fiber routes feeding a critical facility. A maximum of twenty-five such critical fiber routes will be designated by the City by written notice to the Grantee after the Effective Date and before completion of the I-Net. The City may subsequently change which fiber routes are designated critical, as long as the total number does not exceed the maximum of twenty-five specified above. Any such change shall be provided by the City to the Grantee in writing. Major Outage: Totalloss of service to an I-Net site other than one listed as critical pursuant to Section 6 (h) (7) (B) (i) , Minor Outage: Loss of service on a single fiber to any I-Net site where any traffic can be placed immediately on another fiber at that site. If it is not possible to reroute traffic in this way immediately, the outage is a Major Outage. Service Interruption: Reduction in signal throughput to the point where the signal on a circuit falls below acceptable standards. fusponse to Outages. The response time (the point at which the Grantee is engaged in restoration of service) for all Service Outages, whether reported to the Grantee by the User or independently identified by the Grantee, shall be as specified in Section 6 (h) (7) (F). Upon identification of a Service Outage, the Grantee shall, within such response time, have qualified personnel on site to investigate the (ii) (iii) (iv) 6: CHANNELS AND FACILITIES FOR PUBLIC, EDUCATIONAL AND GOVERNMENTAL USE outage, assess the cause and commence necessary repairs, To the extent that necessary repairs resulting in restoration of connectivity on the I-Net can be immediately accomplished, the Grantee shall effect such repairs in connection with its investigation of the cause of the Service Outage. To the extent that repairs cannot be immediately effected, the Grantee shall, within the response time, inform the City and any other affected User of the apparent cause of the Service Outage, the anticipated time for restoration of connectivity. Restoration of Service. (i) The Grantee shall, to the maximum extent practicable, effect restoration of connectivity of any category of service involving I-Net plant that is bundled together with subscriber network plant at the same time as restoration of co-located subscriber network plant. The Grantee shall effect restoration of connectivity of I-Net plant that is not bundled together with subscriber network plant as prompdy as practicable within the estimated restoration times reported to the City pursuant to Section 6 (h) (7) (F) and shall use its best efforts to effect such restoration within the service objectives set forth in Section 6(h)(7)(F); provided, however, that in the case of any Service Outage affecting I-Net plant that is not bundled together with subscriber network plant, the City may, pursuant to a work order issued to the Grantee ("Work Order"), require the Grantee to engage the services of one or more subcontractors to effect such restoration. In the case of a Service Outage involving more than one category of Service Outage or multiple service outages involving more than one category of Service Outage, the Grantee shall restore connectivity in the order specified in Section 6 (h) (7) (B), or such other order of priority as the City reasonably requires. In all cases involving Service Outages resulting from I-Net plant that is bundled together with subscriber network plant, the Grantee shall effect restoration of connectivity of any category of service involving I-Net plant that is bundled together with subscriber network plant at the same time as restoration of co-located subscriber network plant. Cost of Maintenance. The Grantee shall provide maintenance for I-Net fiber plant without any charge to the City or any other User, Riisponse and Restoration Times. The standards for response and restoration of service as specified in Sections 6(h) (7) (B) (iv) and 6(h)(7)(D) are: (i) Critical Outage: Response on site within two hours, minimum temporary repair (fully operational connectivity, (D) (ll) (iii) (E) (F) 6: CHANNELS AND FACILITIES FOR PUBLIC, EDUCATIONAL AND GOVERNMENTAL USE (G) (H) (8) Use (A) (B) (C) (ii) end to end) completed within four hours, permanent repair (conforming to all applicable standards as provided herein) within twenty-four hours. Major Outage: Response within two hours between 8 a.m. and 6 p,m. on business days and four hours otherwise; temporaty repair completed within six hours, permanent repair within two business days. Minor Outage: Response within two hours between 8 a.m. and 6 p,m, on business days, four hours otherwise; temporary repair completed within eight hours, permanent repair within three business days. Service Interruption: Response within two hours during normal business hours, eight hours otherwise; temporary repair completed within eight hours, permanent repair within five business days. (iii) (iv) Where, for reasons beyond the Grantee's control, restoration of service cannot be completed in the above time periods even with the exercise of all due diligence (for example, where the Grantee is delayed in obtaining access to poles or conduits), the Grantee shall complete the restoration of service in the shortest time possible. For purposes of this Section 6(h), the term "Maintenance" shall mean any action required to restore physical fiber optic connectivity on the Grantee's side of the Demarcation Point to the performance standards specified in Section 6(h)(2). If any fiber optic cable in which the City has an Indefeasible Right of Use should be cut or damaged, and the responsible party is identified, then the City shall support the Grantee's claims for damages against the responsible party. The parties authorized to use the I-Net ("Authorized Users") shall be, to the extent approved by the City: (i) those entities for which I-Net sites will be constructed pursuant to Exhibit B; public, educational, and governmental entities in the City of the same sorts as those specified in Section 6(h)(8)(A)(i); and all political subdivisions of the State located within the external boundaries of the City, and their agencies and subdivisions. The City shall not use, or permit any third party to use, the I-Net for resale or for the transmission of third party traffic. For purposes of this subsection 6 (h) (8), "third party traffic" shall mean communications not involving at least one Authorized User. (ii) (iii) 6: CHANNELS AND FACILITIES FOR PUBLIC, EDUCATIONAL AND GOVERNMENTAL USE The Grantee shall have no control, responsibility or liability for the signals distributed over the fiber optic components of the I-Net by the City or other Authorized Users or for their benefit. The I-Net obligations included in this Agreement do not create any rights in or enforceable by any Authorized Users, or other Users, other than the City. The conditions specified in this Section 6 (h) (8), and generally in this Section 6(h), shall not apply to any facilities or equipment other than the dark fiber constructed by the Grantee pursuant to Section 6(h)(2), except to the extent and during the period that such other facilities or equipment are connected to and operating in conjunction with the dark fiber constructed by the Grantee pursuant to Section 6(h)(2). (9) Liability, The Grantee shall indemnify the City, pursuant to the procedures for indemnification in the Cable Ordinance, against any third-party action against the City arising out of the Grantee's negligence, up to the maximum potential liability provided by the Limited Waiver of Governmental Immunity, Local Government Tort Claims Act. This provision shall not be construed to grant a right of action to any tlilld party, nor to require any indemnification of the Grantee by the City. (10) Security. The Grantee shall not in any way compromise the physical, optical, electronic, or signal transmission security of User communications transmitted over the I- net. Subcontractors (A) A subcontractor is an entity which has a direct contract with the Grantee to perform a portion of the Work. The Grantee shall not enter into a subcontract with a proposed subcontractor with reference to whom the City has made timely and reasonable objection, The Grantee shall not be required to subcontract with any party to whom the Grantee has objection. All subcontracts shall afford the Grantee rights against the subcontractor which correspond to those rights afforded to the City against the Grantee herein. (12) Capital Grants for I-Net Equipment, In addition to the capital grants specified elsewhere herein, the Grantee shall provide a capital grant in the amount of $500,000 at the beginning of the franchise term [if the proposed franchise term is longer than five years, add language providing for additional grants at the conclusion of each five-year period that elapses since the beginning of the franchise term], to be used for I-Net equipment and facilities or, at the City's discretion, for other PEG equipment and facilities, (13) Other Provisions (A) If the Grantee performs any of the Work knowing it involves a recognized and material error, inconsistency or omission in this Section without notice to and approval of the City, the Grantee shall bear the cost of correction, If the City permits the Grantee to perfonn any of the Work knowing it involves a recognized and material error, inconsistency or omission in this Section without notice to and approval of the Grantee, the City shall bear the cost of (D) (E) (F) (11) (B) (C) 7: FRANCHISE FEE (B) (C) (D) (E) (F) correction, The Grantee's provision of its plans to the City shall not be construed to render the City responsible for the Grantee's planning or execution of the Work or for detecting any errors, inconsistencies, or omissions therein, except to the extent specifically set forth herein. The Grantee shall obey and pay for all permits, fees and licenses necessary and ordinary for all actions required under this Franch!se Agreement, The Grantee shall comply with all lawful requirements applicable to the Work and shall give and maintain any and all notices required by applicable law pertaining to the Work, The Grantee shall supervise and direct the Work, using the Grantee's skill and attention in accordance with accepted construction industry practices, The Grantee shall be solely responsible for and have control over design and construction means, methods, techniques, sequences and procedures and for coordinating all portions of the Work under this Section, unless this Section provides for other specific instructions concerning these matters. The Grantee shall keep the work areas related to the Work reasonably clean of debris generated by the Grantee during performance of the Work. Upon fmal completion of Work, the Grantee shall clean its work areas and remove all waste generated by the Grantee therefrom, The City shall have access to the Work at all times from commencement of the Work through its completion pursuant to applicable law, The Grantee shall take all reasonable steps to provide access when requested, provided, however, that such access shall not unreasonably impede efforts of the Grantee, its subcontractors or others engaged in the Work. The indemnification, insurance, and other right-of-way management provisions of the Ordinance and this Franchise Agreement shall apply to the Work carried out by the Grantee under this Section (as distinct from the performance of the I-Net). (i) Costs and Payments Not Franchise Fees: The parties agree that any costs to the Grantee associated with the provision of support for PEG access pursuant to this Agreement, and any payments made to the City pursuant to Section 6 of this Agreement, do not constitute and are not part of a franchise fee, and fall within one or more of the exceptions to 47 u,s,c. § 542. The facilities, equipment and capacity provided for PEG use shall be available at no charge to users, including the City or the entity that manages the channel. 7. FRANCHISE FEE (a) Payment to City (1) Each year, as compensation for use of Public Rights-of-Way, the Grantee shall pay to the City a Franchise fee of five percent of Gross Revenues, 7: FRANCHISE FEE (2) For each whole OF partial year that this Agreement or any extension thereof is in effect, the franchise fees due to the City shall be calculated on an annual basis corresponding to the City's fiscal year. The Grantee shall make its payment of franchise fees on the first day of the fiscal year for which the fees are calculated and due. (3) The amount due on the first day of the fiscal year shall be no less than ninety (90) percent of the total franchise fees anticipated to be due for that year, as determined by the City ninety (90) days prior to the beginning of the applicable fiscal year and communicated to the Grantee. (4) No later than the twentieth day after the end of each fiscal quarter, the Grantee shall report to the City, in such detail as the City may require, its gross revenues for the fiscal quarter immediately preceding, and shall remit therewith the amount by which any fee due for that quarter exceeds twenty-five percent (25%) of the amount paid on the first day of that fiscal year. In the event the amounts paid the City during the fiscal year exceed the total amount due for that fiscal year, the excess shall be refunded to the Grantee within twenty (20) days after the filing of its fourth quarterly report and its giving the City notice that a refund is due. (5) All payments due the City shall be made and delivered to the office of the City Manager or his designee, no later than noon local time of the date due, or, if those offices are closed on that day, no later than noon local time on the next day such offices are open for business. (b) Final Payment: Upon the termination, transfer, sale, or revocation of this Agreement, the Grantee shall immediately submit to the City Manager a financial statement showing the Gross Revenues of the Grantee for the time elapsed since the last quarter for which the Grantee has paid in full to the City the required franchise fees, The Grantee shall pay to the City all fees due not later than thirty (30) days following such termination, but prior to the termination of its performance bond, M Supporting Injòrmation: Each Franchise fee payment shall be submitted with supporting detail and a statement certified by the Grantee's chief fmancial officer or an independent certified public accountant, reflecting the total amount of monthly Gross Revenues for the payment period and a breakdown by major revenue categories (such as basic service, cable programming service, premium service, etc.). The City shall have the right to require further supporting information. (d) Late Payments: In the event that any payment due the City is not made on or before the applicable due date and hour ftxed in any section of this Agreement or the Cable Ordinance, the payment shall be considered delinquent and in violation of this Agreement. Each twenty-four-hour period of part thereof that a payment is delinquent shall be considered a separate violation. Each violation automatically shall be assessed two hundred dollars ($200.00) due and payable with the payment which is delinquent. In addition, the Grantee shall pay interest charges computed from such due date, at an annual rate equal to the commercial prime interest rate of the City's primary 8: PERFORMANCE GUARANTEES AND REMEDIES depository bank during the period such unpaid amount is owed, Both the late payment charge and the interest shall be treated as costs incidental to enforcing the franchise. (e) Audit (1) The City shall have the right to inspect and copy records and the rights to audit and to recompute any amounts determined to be payable under this Agreement, whether the records are held by the Grantee, an Affiliate, or any other entity that collects or receives funds related to the Grantee's operation in the City, including, by way of illustration and not limitation, any entity that sells advertising on the Grantee's behalf. (2) The Grantee shall be responsible for providing to the City all records necessary to con[¡rm the accurate payment of Franchise fees, without regard to by whom they are held. The Grantee shall maintain such records for the term of its Franchise Agreement, and any renewals or extensions thereof. (3) The City's audit expenses shall be borne by the City unless the audit discloses an underpayment, in which case the costs of the audit shall be borne by the Grantee as a cost incidental to the enforcement of the Franchise. Any additional amounts due to the City as a result of the audit shall be paid within thirty (30) days following written notice to the Grantee by the City of the underpayment, which notice shall include a copy of the audit report, If recomputation results in additional revenue to be paid to the City, such amount shall be subject to interest as speci[¡ed in Section 7(d). (4) The Grantee shall maintain its [¡seal and [¡nancial records and have all relevant [¡seal and fmancial records maintained by others on its behalf in such a manner as to enable the City to determine Gross Revenues. 8. PERFORMANCE GUARANTEES AND REMEDIES (a) Performance Bond (1) Grantee shall obtain and maintain during the entire term of the Franchise, and any renewal or extensions thereof, except as provided in Section 8(b) or 8(0)(4) below, a performance bond in the City's favor, in the amount of $1,000,000, to ensure the Grantee's faithful performance of its obligations. (2) The performance bond shall provide the following conditions: (A) There shall be recoverable by the City from the principal and surety, any and all fmes and penalties due to the City and any and all damages, losses, costs, and expenses suffered or incurred by the City resulting from the failure of the Grantee to faithfully comply with the material provisions of this Agreement, the Cable Ordinance, and other applicable law; comply with all orders, permits and directives of any municipal agency or body having jurisdiction over its acts or 8: PERFORMANCE GUARANTEES AND REMEDIES defaults; pay fees due to the City; or pay any claims or liens due the City. Such losses, costs and expenses shall include but not be limited to reasonable attorney's fees and other associated expenses. (3) The performance bond shall be issued by a surety with an A-lor better rating of insurance in Best's Key Rating Guide, Property/Casualty Edition; shall be subject to the approval of the City; and shall contain the following endorsement: "This bond may not be canceled, or allowed to lapse, until sixty (60) days after receipt by the City, by certified mail, return receipt requested, of a written notice from the issuer of the bond of intent to cancel or not to renew." (4) Reduction of Bond. Upon written application by the Grantee, the City may, at its sale option, in writing, permit the amount of the bond to be reduced or waive the requirements for a performance bond. Reductions granted or denied upon application by the Grantee shall be without prejudice to the Grantee's subsequent applications or to the City's right to require the full bond at any time thereafter. However, no application shall be made by the Grantee within one (1) year of any prior application. (b) Letter of Credzt (I) In addition to the performance bond required under Section Sea), the Grantee may file and maintain with the City an irrevocable letter of credit from a financial institution licensed to do business in Iowa in the amount of $200,000, to serve the same purposes as set forth therein, The form and content of the letter of credit shall be approved by the City. (2) The Grantee and its surety shall be jointly and severally liable under the terms of the letter of credit as specified in Section 8(a), (3) The letter of credit shall provide for thirty (30) days' prior written notice to the City of any intention on the part of the Grantee to cancel, fail to renew, or otherwise materially alter its terms. (4) The letter of credit shall be released only upon expiration of the Franchise or upon the replacement of the letter of credit within the time specified herein. (c) llights Cumulative: The rights reserved to the City herein are in addition to all other rights of the City, whether reserved herein or authorized by applicable law, and no action, proceeding, or exercise of a right with respect to such performance bond or letter of credit will affect any other right the City may have. Neither the filing of a letter of credit with the City, nor the receipt of any damages recovered by the City thereunder, shall be construed to excuse faithful performance by the Grantee or limit the liability of the Grantee under the terms of its Franchise for damages, either to the full amount of the letter of credit or otherwise, 8: PERFORMANCE GUARANTEES AND REMEDIES (d) Security Fund Procedures (1) The performance bond specified under Section 8(a), and the letter of credit specified under Section 8(b), shall be referred to jointly or severally as the Security Fund, (2) The following procedures shall apply to drawing on the Security Fund: (A) (B) (C) (D) (E) If the Grantee fails to make timely payment to the City of any amount due under this Agreement or applicable law, or fails to compensate the City within ten (10) days of written notification that such compensation is due, for any damages, costs, or expenses the City suffers or incurs by reason of any act or omission of the Grantee in connection with this Agreement or its enforcement, or fails, after ten (10) days' written notice, to comply with any provision of this Agreement or the Cable Ordinance that the City determines can be remedied by an expenditure of the security, the City may withdraw the amount thereof, with interest and any penalties, from the Security Fund. Within three (3) days of a withdrawal from the Security Fund, the City shall mail, by certified mail, return receipt requested, written notification of the amount, date, and purpose of such withdrawal to the Grantee. If at the time of a withdrawal from the Security Fund by the City, the amounts available are insufficient to provide the total payment towards which the withdrawal is directed, the balance of such payment shall continue as the obligation of the Grantee to the City until it is paid, No later than thirty (30) days after mailing of notification to the Grantee by certified mail, return receipt requested, of a withdrawal under the Security Fund, the Grantee shall restore the Security Fund to the total amount specified herein. Upon termination of the Franchise under conditions other than those stipulating forfeiture of the Security Fund, the balance then remaining in the Security Fund shall be returned to the Grantee within ninety (90) days of such termination, provided that there is then no outstanding default on the part of the Grantee. (e) fumedies: In addition to any other remedies available at law or equity, the City may, to the extent consistent with federal and state remedy law, apply anyone or a combination of the following remedies in the event the Grantee violates the Cable Ordinance, this Franchise Agreement, or applicable state or federallaw: 8: PERFORMANCE GUARANTEES AND REMEDIES (1) Apply any remedy provi¡!ed for in this Agreement. (2) Revoke the Franchise or shorten the term pursuant to the procedures specified in this Agreement. (3) Impose penalties available under the Cable Ordinance or other applicable state and local laws for violation of City ordinances. (4) In addition to or instead of any other remedy, seek legal or equitable relief from any court of competent jurisdiction. (5) Any action, proceeding or exercise of a right by the City under this Section does not constitute an election of remedies or a waiver of any other right the City may have, including the right to seek specific performance of a franchise obligation, except that the City's election of liquidated damages shall take the place of any right to obtain actual damages over and above the payment of any amounts otherwise due. (j) Liquidated Damages: Because the Grantee's failure to comply with certain provisions of the Franchise and this Franchise Agreement will result in injury to the City, and because it will be difficult to estimate the extent of such injury, the City and the Grantee agree to the following liquidated damages for the following violations of the Franchise and of this Agreement, which represent both parties' best estimate of the damages resulting from the specified violation, To maintain that estimate, the parties agree that the liquidated damage amounts are in 2005 dollars and shall be increased each year by the increase in the u.S. City Average of the Consumer Price Index. (1) For failure to substantially complete construction in accordance with this Agreement: $2,000/ day for each violation for each day the violation continues; (2) For failure to comply with requirements for public, educational and governmental use of the System: $l,OOO/day for each violation for each day the violation continues, in addition to any monetary payment due under this Agreement or the Cable Ordinance; (3) For failure to supply information, reports, or filings lawfully required under the Franchise Agreement or applicable law or by the City: $200/ day for each violation for each day the violation continues; (4) For violation of customer service standards: $200 per violation; (5) For failure, unless such failure is beyond the Grantee's control, of the system to perform in the event of a public emergency: $250 per occurrence; (6) For failure to render any payment due to the City: $100 per day, in addition to any monetary payment due under this Agreement or the Cable Ordinance; 8: PERFORMANCE GUARANTEES AND REMEDIES (7) For failure to me, obtain or maintain any required Security Fund in a timely fashion: $50 per day; (8) For failure to restore damaged property: $50 per day, in addition to the cost of the restoration as required elsewhere herein or in a Franchise Agreement; (9) For violation of technical standards established by the FCC: $100 per day; (g) Shortening, &iVo"'tion, or Termination ofPranchise (1) Upon completion of the term of any Franchise granted under this Ordinance, if a new, extended, or renewed Franchise is not granted to the Grantee by the City, the Grantee's right to occupy the Public Rights-of-Way shall terminate, subject to applicable federal1aw. (2) The City shall have the right to revoke the Franchise (or, alternatively, at the City's discretion, pursuant to the same procedures set forth in this Section 8(g), to shorten the term of the Franchise to a term not less than thirty-one (31) months from the date of the action shortening the Franchise term), for the Grantee's failure to construct, operate, or maintain the Cable System as required by this Ordinance or a Franchise Agreement; for defrauding or attempting to defraud the City or Subscribers; or for any other material breach of this Agreement or material violation of the Cable Ordinance. (3) To revoke the Franchise, the City shall give the Grantee written notice of the default in its performance. If within thirty (30) calendar days following such written notice from the City to the Grantee, or such other period as the Franchise Agreement shall require or the Grantee and the City shall agree, the Grantee has not taken corrective action to the satisfaction of the City, the City may give written notice to the Grantee of its intent to revoke the Franchise, stating its reasons; provided that no opportunity to cure need be provided where the Grantee is shown to have defrauded or attempted to defraud the City or its Subscribers, (4) Prior to revoking the Franchise, the City shall hold a public hearing, on thirty (30) calendar days' notice, at which time the Grantee and the public shall be given an opportunity to be heard. Following the public hearing, the City may determine whether to revoke the Franchise based on the information presented at the hearing, and other information of record, or, where applicable, grant additional time to the Grantee to effect any cure, If the City determines to revoke the Franchise, it shall issue a written decision setting forth the reasons for its decision, A copy of such decision shall be transmitted to the Grantee. (5) If the City revokes the Franchise, or if for any other reason the Grantee abandons, terminates, or fails to operate or maintain service to its Subscribers, the following procedures and rights are effective: (A) The City may require the former Grantee to remove its facilities and equipment at the former Grantee's expense and restore affected sites as required in the Cable Ordinance, or permit the former Grantee to abandon such facilities in place. If the former Grantee fails to do so 9: MISCELLANEOUS PROVISIONS within a reasonable period of time, the City may have the removal done at the former Grantee's and/or surety's expense. (B) The City may require the former Grantee to continue operating the Cable System as specified in Section 4(b). (C) In the event of revocation, the City, by resolution, may acqwre ownership of the Cable System at an equitable price. (D) If a Cable System is abandoned by the Grantee, the ownership of all portions of the Cable System in Public Rights-of-Way shall revert to the City and the City may sell, assign, or Transfer all or part of the assets of the System. 9. MISCELLANEOUS PROVISIONS (a) Binding Acceptance: This Agreement shall bind and benefit the parties hereto and their respective heirs, beneficiaries, administrators, executors, receivers, trustees, and the promises and obligations herein shall survive the expiration date hereof. (b) Severability (1) If any provision of this Agreement or any application thereof to any person or circumstance shall, to any extent, be held to be invalid or unenforceable (whether by federal or state preemption or otherwise), this shall not affect other provisions or applications of this Agreement which can be given effect without the invalid or unenforceable provision or application, except that such invalidity or unenforceability may invoke the provision in Section 9(b)(2) for loss of benefit, and to this end and extent the provisions of this Agreement are severable. (2) If any provision of this Agreement should be held to be invalid or unenforceable and results in a significant loss of benefit to the City or the Grantee or both, as determined by either party, then the party clainùng such loss may demand renegotiation. Such a demand for renegotiation must be delivered to the other party within one year after the date both the City and the Grantee have received notice of the invalidity or unenforceability. Within fifteen (15) days of receipt of such a demand, both the City and the Grantee must meet in the City of Dubuque and begin renegotiations in good faith. The renegotiations shall be limited to reforming the Agreement and restoring the party suffering the loss to its former position with equivalent benefit, The reformed Agreement shall be effective from the date the invalidity or unenforceability took place, and shall include any setdement for loss of past benefits necessary to restore the party suffering the loss to its former position with equivalent benefit. (3) The purpose of this Section 9(b) is to maintain the continuity of the contract in conformity with the expressed intentions of the parties when the contract was formed and, where applicable, as later amended. 9: MISCELLANEOUS PROVISIONS (c) Grantee Bears Its Own Costs: Unless otherwise expressly provided in this Agreement, all acts that the Grantee is required to perform must be performed at the Grantee's own expense. (d) Force Majeure: The Grantee shall not be deemed in default of provisions of this Agreement or the Cable Ordinance where performance was rendered impossible by war or riots, labor strikes or civil disturbances, floods, or other causes beyond the Grantee's control, and the Franchise shall not be revoked or the Grantee penalized for such noncompliance, provided that the Grantee takes immediate and diligent steps to bring itself back into compliance and to comply as soon as possible under the circumstances with the Franchise without unduly endangering the health, safety, and integrity of the Grantee's employees or property, or the health, safety, and integrity of the public, Public Rights-of-Way, public property, or private property. (e) Governing LAw: This Franchise Agreement shall be governed in all respects by the law of the State of Iowa. (j) Notices: Unless otherwise expressly stated herein, notices required under this Franchise Agreement shall be mailed Erst class, postage prepaid, to the addressees below. Each party may change its designee by providing written notice to the other party, but each party may only designate one entity to receive notice. (1) Notices to the Grantee shall be mailed to: [Name and Address] (2) Notices to the City shall be mailed to: [Name and Address] (3) The Grantee shall at all times keep the City advised as to which individual(s) are authorized to act on behalf of the Grantee and whose acts will be considered to bind the Grantee. (gI Time of the Essence: Whenever this Agreement sets forth any time for any action to be performed by or on behalf of the Grantee, such time shall be deemed to be of the essence, and any failure of the Grantee to perform within the time allotted, unless otherwise agreed to by the City or provided for herein, shall be suŒcient grounds for the City to revoke the franchise pursuant to the procedures herein, (h) Captions and &ferences (1) The captions and headings of sections throughout this Agreement are intended solely to facilitate reading and reference to the sections and provisions of this Agreement. Such captions shall not affect the meaning or interpretation of this Agreement. (2) When any provision of the Cable Ordinance is expressly mentioned herein, such reference shall not be construed to limit the applicability of any other provision of the Cable Ordinance or City law that may also govern the particular matter in question. (i) Understanding and Consent: This Agreement is freely and voluntarily given by each of the parties, without any duress or coercion, and after each party has consulted with its counsel. Each party hereto has carefully and completely read all of the terms and provisions of this Agreement, and acknowledges that, to the best of its knowledge, each provision is lawful and 9: MISCELLANEOUS PROVISIONS enforceable, Ifthe Grantee believes that the terms of the franchise or any City law or regulation conflicts with any state or federallaw or regulation, the Grantee shall notifY the City immediately upon learning of the conflict. AGREED TO THIS - DAY OF ,-' City of Dubuque, Iowa, a municipal corporation of Iowa By: City Manager ATTEST: City Clerk APPROVED AS TO FORM: City Attorney MCC IOWA, LLC, a [state] [corporation/partnership] By: [title] 4253\OS'MI,FO2829.DOC 9: MISCELLANEOUS PROVISIONS EXHIBIT A ACCEPTANCE OF FRANCHISE BY THE GRANTEE MCC IOWA, LLC ("Grantee") hereby accepts the franchise to constiuct, reconstruct, operate and maintain a cable television system within the public rights-of-way in the City for the sole purpose of providing cable service offered by Ordinance No. of City of Dubuque, Iowa ("City"), as amended ("Granting Ordinance"). By this acceptance, Grantee agrees that, as set forth in the franchise and the Franchise Agreement, it shall be bound by the terms and conditions of the Franchise Agreement, any amendinents thereto, [insert reference to Ordinance], and other applicable law (collectively, the "Franchise Documents"). The Grantee declares that it has carefully read all of the terms and conditions of the Franchise Documents, and accepts and agrees to abide by same, Upon the Franchise becoming effective, the Grantee shall be immediately bound to maintain and operate a Cable System under the terms, conditions and limitations set forth in the Franchise Documents and other applicable law, as of the time and date it files this written acceptance with the City. AGREED TO THIS - DAY OF MCC IOWA, LLC By: Its: 4253'O5\MLFO2829.DO(' 9: MISCELLANEOUS PROVISIONS STATE OF [STATE]: , -, before me, the County, [STATE], of and acknowledged County, [STATE], to be the I HEREBY CERTIFY, that on this - day of subscriber, a Notary Public of the State of [STATE], in and for aforesaid personally appeared the foregoing Acceptance of Franchise by Grantee in act and deed of said company. County, [STATE] AS WITNESS my hand and Notary Seal Notary Public My Commission Expires: 9: MISCELLANEOUS PROVISIONS EXHIBIT B I-NET SITE LIST 42S3\OS,Mf.FO2829.DOC