HomeMy Public PortalAbout1980_10_14SPEC MINUTES OF SPECIAL MEETING OF LEESBURG TOWN COUNCIL, OCTOBER T4, 1980 .
A special meeting of the Leesburg Town Council was held on 319
October 14 , 1980 at 7 : 30 p.m. in the Council Chambers, 10 West
Loudoun Street, Leesburg, Virginia, pursuant to Notice of same
having been delivered to all councilmembers and local media
prior thereto . The meeting was called to order by the Mayor,
with Mr. Tolbert giving the invocation, followed with the Salute
to the Flag led by Mr. Herrell . Present were: Mayor Kenneth B .
Rollins, Councilmembers Charles A. Bos , Stanley D. Herrell, Jr. ,
G. Dewey Hill, Jr . , Marylou Hill , John W. Tolbert, Jr. and . .
Howard M. Willis, Jr. ; also Town Manager John Niccolls, Assistant
Manager Jeffrey H . Minor, Director of Finance Donald O. Taylor,
Chief of Police James M. Kidwell and Town Attorney George M. Martin .
80-0-15 - ORDINANCE - GRANTING TO CATOCTIN CABLE COMMUNICATIONS , INC. ,
SUCCESSORS AND ASSIGNS, THE FRANCHISE, RIGHT
AND PRIVILEGE, UPON CERTAIN CONDITIONS , TO
USE THE STREETS , ALLEYS AND OTHER PUBLIC
PLACES OF THE TOWN OF LEESBURG, VIRGINIA,
WITHIN ITS CORPORATE LIMITS , AS THE SAME
NOW EXIST OR MAY BE HEREAFTER EXTENDED OR
ALTERED, FOR THE PURPOSE OF PROVIDING A CABLE
TELEVISION SERVICE AND SYSTEM WITHIN SAID
CD CORPORATE LIMITS.
CD motion of Mr. Bos , seconded by Mr. Willis, the following
ordinance was proposed:
Q ORDAINED by the Council of the Town of Leesburg, Virginia,
Q as follows :
SECTION I . The right is hereby granted to Catoctin Cable
Communications , Inc. , hereinafter referred to as "Grantee" ,
its successors and assigns, for the term and subject to
the terms , provisions, conditions and limitations herein-
after stated, to use the streets , alleys and other public
places of the Town of Leesburg, Virginia, hereinafter re-
ferred to as "Town" , and to acquire, erect, maintain and
use, and if now erected or installed, to maintain and use
posts, poles, wires, manholes, ducts , cables, conduits,
electrical conductors, fixtures, appliances, appurte-
nances and all other necessary apparatus in, under, over
and along the streets, alleys and public places of the
Town for the purpose of providing a cable television ser-
vice and system within the corporate limits of the Town
as the same now exist or may be hereafter extended or
altered.
SECTION II . The Grantee shall have the right to use,
maintain and operate, subject to the provisions, terms,
conditions and limitations prescribed in this franchise
and subject to all the terms and provisions of the Cable
Television Rules and Regulations, Chapter 5 . 1 of the Town
Code, and subject to the lawful exercise of the police
power of the Town, the posts, poles, wires, manholes,
ducts , cables, conduits, electrical conductors, fixtures,
appliances, appurtenances and all other necessary appara-
tus erected, maintained and used in, under, over and
along the streets , alleys and other public places of the
Town on the qday this franchise becomes in force and ef-
fect for the purpose of so providing a cable television
' service and system.
SECTION III . The Grantee shall have the right to erect,
maintain and use such posts , poles, wires, manholes, ducts,
cables, conduits, electrical conductors , over and along
the streets, alleys and other public places of the Town
at such locations as are reasonably suitable and convenient
for the purpose of the Grantee and the Town subject to the
terms , provisions, conditions and limitations hereinafter
stated and the lawful exercise of the police power of the
Town .
MINUTES OF OCTOBER 14 , 1980 SPECIAL MEETING.
SECTION IV. The Town reserves and shall have the right to
320 require the Grantee to obtain the specific permission of
the Town to locate, construct or erect any micro-wave
tower, radio relay installation, television relay instal-
lation and all other apparatus and appliances_ appurtenant
thereto in, on, under, over, above and along the streets,
alleys and other public places of the Town and the Town
further reserves and shall have the right to attach rea-
sonable conditions to the granting of any such specific
permission. The Town reserves and shall have the right
to require the Grantee to obtain the specific permission
of the Town to locate, construct or erect any of its prop-
erty, including but not limited to posts , poles, wires ,
manholes, ducts , cables, conduits, electrical conductors,
fixtures, appliances and appurtenances that exceed in
height or size that which are now in common use throughout
the town in, on, under, over, above and along the streets,
alleys and other public places of the Town and the Town
further reserves and shall have the right to attach rea-
sonable conditions to the granting of any such specific
permission.
SECTION V. Nothing contained in this franchise shall be
construed to exempt the Grantee from any tax, levy or as-
sessment which is now or which may be hereafter authorized
by law.
SECTION VI . The Grantee will maintain its property, in-
cluding but not limited to posts , poles, wires, manholes,
ducts, cables, conduits, electrical conductors, fixtures,
appliances and appurtenances, in good order and operating
condition throughout the term of this franchise, and the
Grantee by accepting this franchise agrees that the Town
or its successors has jurisdiction, to the full extent
and in the manner now or hereafter provided by law, dur-
ing the term of this franchise to require the Grantee to
render efficient cable television service at reasonable
rates , and that the Circuit Court of the County or its
successor has jurisdiction to enforce compliance with all
of the terms, provisions, conditions and limitations of
this franchise to the full extent and in the manner now
or hereafter provided by law during the term of this fran-
chise.
SECTION VII . The Grantee agrees and binds itself to indem-
nify, keep and hold the Town and its officers, employees
and agents free and harmless from liability on account of
injury or damage to persons, firms or corporations or prop-
erty growing out of the erection, installation, mainte-
nance, repair, operation and use of any of the Grantee ' s
property, including but not limited to posts, poles, wires,
manholes, ducts, cables, conduits, electrical conductors,
fixtures, appliances and appurtenances on the streets, al-
leys and other public places of the Town, and to maintain
throughout the term of its franchise, liability insurance
in companies acceptable to the town sufficient to cover
such indemnification, all in accordance with the provisions
of Sec. 5 .1-47 of the Town Code.
SECTION VIII . The rights granted to the Grantee by this
franchise may be exercised by any successor or successors,
assignee or assignees of the Grantee with the consent of
the Town Council but such successor or successors, assignee
or assignees shall be subject to and bound by all of the
provisions, terms, conditions and limitations prescribed
in this franchise .
SECTION IX. The rights and privileges granted by this
franchise shall continue for a term of fifteen (15) years
from the first day of November 1980 unless sooner volun-
tarily surrendered by the Grantee, with the consent of the
Town Council , or forfeited, or extended as provided by law.
Upon the expiration of the term of this franchise or sur-
render or forfeiture of the rights and privileges granted
by this franchise, the Grantee, if required by the Town
MINUTES OF OCTOBER 14 , 1980 SPECIAL MEETING.
Council, ahall move all of its property, including but 321
not limited to posts , poles , wires, manholes, ducts , cables,
conduits, electrical conductors, fixtures, appliances and
appurtenances from the streets, alleys and other public
places of the Town, and shall repair, restore or replace
any street, alley or other public place and any sewer or
water, electric, fire alarm, civil defense system, police
communication or traffic control facility or tree, or any
part thereof, which may be damaged, disturbed or destroyed
by or as a direct or indirect result of the removal of such
property.
SECTION X. This franchise and the rights and privileges
granted thereby are not exclusive and nothing in this ordi-
nance shall be construed to prevent a grant by the Town
of a similar franchise and rights and privileges to other
persons or corporations .
SECTION XI . This ordinance shall become effective when
the Grantee (a) accepts this franchise and agrees to exer-
cise the rights and privileges granted by this franchise
and upon and subject to the terms, provisions, conditions
CD and limitations set forth in this franchise, which accept-
CO ance and agreement shall be in writing and (b) at the same
N time files with the Town the performance bond and security
deposit required by Sec . 5. 1-47 and Sec. 5. 1-48 of the Town
w Code. Such written acceptance and bond shall be filed as
Q provided in this section before the first day of November,
Q 1980 .
Mr. Niccolls read into the record a letter received today from Mr.
Charles A. Ottinger, Vice-President of Catoctin Cable Communica-
tions , Inc. transmitting to Council the original and three copies
of the franchise agreement which has been executed by the proper
officers of said corporation. This agreement constitutes their
offer to the Town of Leesburg. In addition, there is a certificate
of corporate authority from Frederick Lee Ruck, Assistant Secretary,
certifying that, at a meeting of the shareholders yesterday, they
authorized this agreement between the Town and Catoctin and author-
ized the Vice-President to execute the agreement on behalf of the
corporation. Mr. Niccolls said he has four (4) executed copies
of the agreement, which is precisely in the form delivered last
Friday, with the exception of changes in Pages 8 and 9 made by
Mayor Rollins . Mr. Martin has approved the form of the agreement
and it is in satisfactory form for action tonight. Mr. Hill asked
what these changes are? Mayor Rollins said there were no real sub-
stantive changes -just a question of sequence. The first term of
all Advisory Commission members shall end in 1983 - thereafter,
they shall serve for a term of four years . Also, as to how a
vacancy shall be filled, which would be in the same manner as the
original appointments were made - two by the franchisee and three
by the Council. The third change deals with their salary - they
shall be paid a salary to be fixed and appropriated by the Council-
this leaves it open to the Council to decide what they shall be
paid. The two appointees by the franchisee shall be made with the
advice and consent of the Council - the other three will be ap-
pointed by the Mayor with the advice and consent of the Council .
The Council would, therefore, have the "veto" over all the ap-
pointees. Mr. Hill asked Mr. Ottinger and Mr. Ruck if they have
any problem with these changes? Mr. Ottinger said this is a part
of what they approved last night. The ordinance was unanimously
adopted :
Aye : Councilmembers Bos, Herrell, D. Hill, M. Hill, Tolbert ,
Willis and Mayor Rollins.
Nay: None.
80-108 - RESOLUTION - APPROVING A FRANCHISE AGREEMENT WITH CATOCTIN
CABLE COMMUNICATIONS , INC. AND AUTHORIZING
EXECUTION OF THE AGREEMENT BY THE MAYOR.
On motion of Mrs. Hill, seconded by Mr. Willis , the following
resolution was proposed:
MINUTES OF OCTOBER 14 , 1980 SPECIAL MEETING.
322
WHEREAS, Ordinance No. 80-0-15 grants to Catoctin Cable
Communications, Inc. the franchise to use the streets,
alleys and other public places of the Town of Leesburg
for the purpose of providing a cable television service
and system; and
WHEREAS, Section XI requires written acceptance and agree-
ment of the franchise :
NOW, THEREFORE, RESOLVED by the Council of the Town of Lees-
burg, in Virginia, as follows :
SECTION I . That particular franchise agreement as sub-
mitted October 14 , 1980 by Charles Ottinger, Vice Presi-
dent, Catoctin Cable Communications , Inc. , is approved
subject to execution as provided below.
SECTION II . The Mayor shall execute the above-mentioned
agreement on behalf of the Town upon fulfillment of all
terms and conditions of Section XI of Ordinance 80-0-15
and all other applicable requirements of Chapter 5 . 1 of
the Town Code.
Mrs . Hill called attention to the phrase "advice and consent" .-
Section 11 of the agreement says only "consent. " Mayor Rollins
felt that the word "consent" is all that is needed. Mayor Rollins
also felt that this is a good agreement and hopes that the
press will give it appropriate publicity. There are some things
in this agreement that the public is not aware of - it is in the
best interest of the public, the media, the town and of all parties
concerned. Mr. Niccolls seconded the Mayor ' s remarks - this
agreement represents an excellent agreement in his view and of
the town ' s special counsel . In every request we made of the fran-
chisee, they gave what was asked. Where the councilmembers them-
selves had some important suggestions or improvements in the pro-
posal, the franchisee came back and said they would accept these.
This represents the kind of relationship that he expects will be
prevailing between the town and this franchisee. He appreciates
the special assistance of Mr. Ruck and Mr. Ottinger.
Mayor Rollins said that, in his correspondence from Mr. Rust,
he was not so much concerned about when this system would begin to
be installed, but when it would ever be finished. This was a lack
of understanding of what the ordinance says. This ordinance re-
quires that this system be installed within nine months and there
is a bond - if it is not done by the franchisee, it will be up to
the bonding company to install it. He thinks the Cable Television
Advisory Commission is good - they must be residents and subscribers
to the system. He hopes the powers this agreement gives them will
be such that they will be very beneficial to the town as the Air-
port Commission has . Mr. Tolbert was concerned as to whether or
not we can find three people that have knowledge of cable TV.
Mayor Rollins was not sure that they would have the knowledge, but
would determine whether or not they are getting the service they
are paying for.
Mr. Hill pointed out that the newly annexed areas of the Town,
in the original agreement, stipulated that unless there were 35
subscribers per mile they would not be provided service. When
you annex an area, you have to show some benefit to those residents .
Mayor Rollins asked Mr. Ottinger to let him know who the
franchisee ' s members are by the 15th of January, so that they
may make the Council appointments . He also asked each member of
Council to let him know who they would like by that time too.
They are also leaving it open .for the Finance Committee to pre-
sent an ordinance concerning payment to the Commission members.
An appropriation will have to be made through June 30, 1981 and
on an annual basis thereafter. The salary would start from Feb-
ruary 1.
The resolution was unanimously adopted:
Aye : Councilmembers Bos, Herrell, D. Hill, M. Hill, Tolbert,
Willis and Mayor Rollins.
Nay : None.
MINUTES OF OCTOBER 14, 1980 SPECIAL MEETING .
323
FRANCHISE AGREEMENT FOR CABLE TELEVISION SERVICE AND SYSTEM:
This agreement made and entered into on this 14th day of
October, 1980, by and between the Town of Leesburg, Virginia
(hereinafter referred to as "Town") and Catoctin Cable Communi-
cations, Inc. (hereinafter referred to as "Franchisee") ;
WHEREAS, the Council of the Town of Leesburg (hereinafter
referred to as "Town Council ") has adopted Ordinance No . 80-0-6,
adding a new Chapter 5 . 1 to the Town Code for the purpose of
establishing regulations and procedures governing cable tele-
vision systems and the granting of cable television franchises
within the Town; and
WHEREAS, the Town Council heretofore, after full public
proceedings affording due process, has approved the legal ,
character, financial, technical and other qualifications of
the Franchisee and the adequacy and feasibility of the Fran-
chisee ' s construction arrangements, consistent with Chapter
5 . 1 of the Town Code, and has determined that the public in-
terest of the Town and its residents would be served by the
award of a cable television franchise to Catoctin Cable Com-
CD munications, Inc .
CO NOW, THEREFORE, the parties hereto agree in consideration
W of the premises, mutual covenants and other good and valuable
consideration as follows :
Q
Q SECTION 1 . Franchisee hereby accepts a non-exclusive
franchise, subject to the terms, provisions, conditions and
limitations hereinafter stated, granting the right to use the
streets , alleys and other public places of the Town and to
acquire, erect, maintain and use, and if now erected or in-
stalled, to maintain and use posts, poles, wires, manholes,
ducts, cables, conduits, electrical conductors, fixtures,
appliances, appurtenances and all other necessary apparatus
in, under, over and along the streets, alleys and public
places of the Town for the purpose of providing a cable tele-
vision service and system within the corporate limits of the
Town as the same exist or may be hereafter extended or altered.
Franchisee shall conduct its cable television business within
the Town under a name including the word "Leesburg" , which
name shall be prominently displayed on all vehicles, advertise-
ments and promotional materials used by Franchisee within the
Town .
SECTION 2 . The rights and privileges granted by this fran-
chise shall continue for a term of fifteen (15) years from the
1st day of November 1980, unless sooner voluntarily surrendered
by the Franchisee, with the consent of the Town Council, or
forfeited, or extended as provided by law. Upon the expiration
of the term of this franchise or surrender or forfeiture of the
rights and privileges granted by this franchise, the Franchisee,
if required by the Town Council , shall remove all of its prop-
erty, including but not limited to posts, poles, wires, manholes,
ducts, cables, conduits, electrical conductors, fixtures, ap-
pliances and appurtenances from the streets , alleys and other
public places of the Town and shall repair, restore or replace
any street, alley or other public place and any sewer or water,
electric, fire alarm, civil defense system, police communica-
tion or traffic control facility or tree, or any part thereof,
which may be damaged, disturbed or destroyed by or as a direct
or indirect result of the removal of such property . Notwith-
standing the foregoing, the Town will not require such removal
if such property is purchased by the Town or by another Fran-
chisee authorized by law to operate within the Town within
one hundred eighty (180) days of said expiration, surrender or
forfeiture.
SECTION 3 . Franchisee has carefully read and understands
the terms and conditions of this Agreement; of Chapter 5 . 1 of
the Town Code and of Ordinance Nos . 80-0-15 and 80-0-8 , all of
MINUTES OF OCTOBER 14 , 1980 SPECIAL MEETING.
324which are incorporated herein by reference, and Franchisee
agrees to abide by same. Where this Agreement imposes obli-
gations or duties upon Franchisee greater than or in addition
to those contained in Chapter 5. 1 of the Town Code, this Agree-
ment shall govern as between the parties hereto. The defini-
tions found in Sec . 5 . 1-3 of the Town Code shall apply to this
Agreement. Where contract rights under this Agreement are
governed by Chapter 5. 1 of the Town Code, all references to
the Town Code are to be construed as they existed on the ef-
fective date of this Agreement.
SECTION 4 . In entering into this Agreement, the Town Coun-
cil has considered and relied upon the franchise application
submitted by Franchisee on June 11, 1980 in response to the
Invitation to Bid issued by the Town on April 8, 1980, as well
as all associated correspondence and supplemental materials
(hereinafter referred to collectively as "Application") .
Said Application is incorporated herein by reference and is
binding upon Franchisee. Where this agreement imposes obli-
gations or duties upon Franchisee greater than or inaddition
to those contained in the Application, this Agreement shall
govern as between the parties hereto.
SECTION 5. Franchisee will complete construction of the
entire cable television system, and be capable of offering and
providing cable television service to every household within
the Town, within nine (9) months from the execution of this
Agreement. The cable television system will be constructed
with the capacity to distribute forty (40) standard television
channels downstream, with no more than five ( 5) amplifiers in
cascade, adequately spaced to allow for conversion to fifty-two
( 52) channel, 400 MHz technology in the future without altering
the amplifier spacing. The cable television system shall have
the activated capacity for upstream, broadband (video) return
communications on four (4) standard television channels (25
MHz) from the date of the first subscriber connection .
Franchisee shall employ a separate return signal system and
cable for each two thousand (2000) subscribers. The system
shall be constructed in conformity with the practices and
specifications set forth in Franchisee ' s Application, including
the radial hub distribution system design set forth therein.
Franchisee shall meet or exceed all FCC cable television tech-
nical standards in effect upon the date hereof, as well as
Grantee ' s technical performance standards as set forth in
Exhibit A.
SECTION 6. Franchisee will extend and make cable tele-
vision service available to any area annexed by the Town within
two years of such annexation. All services in such annexed
areas shall be provided at the same installation and monthly
rates as established within the Town.
SECTION 7 . Franchisee' s maximum rates shall be as set
forth in Exhibit B. Franchisee agrees not to raise any rate
set forth therein for a period of two (2) years dating from
the first subscriber connection. Thereafter, to the extent
authorized pursuant to Sec . 5. 1-43 (b) of the Town Code, any
proposed changes in established rates must be submitted in
writing to the Town Council at least sixty (60) days prior
to the requested effective date thereof . The proposed rate
increase shall take effect as requested unless, prior to
the scheduled effective date, the Town Council should
schedule and publicize notice of a public hearing on the
matter, which shall automatically suspend the proposed rate
increase . At any such public hearing, all interested par-
ties shall have a reasonable opportunity to be heard.
Evidence shall be taken and received on all of the ele-
ments necessary to be considered in determining the reason-
ableness of the proposed rates, including the return experi-
enced by the grantee on its investment. Thereafter, the Town
Council shall decide the matter by a majority vote and render
a decision approving, disapproving or modifying the proposed
rate changes . If the Town Council take3action to suspend
the proposed changes in rates and the Town Council does not
MINUTES OF OCTOBER 14 , 1980 SPECIAL MEETING.
325
take final action within one hundred twenty (120) days of the
original submission, the rate changes shall take effect as
proposed.
Should the Town Council establish rates different from
those proposed by the Franchisee, said different rates shall,
from the first day of the month following the date of the
Town Council ' s action, be the maximum rates which may be
charged until such rates are changed according to the pro-
cedures established herein or as may be authorized by law.
SECTION 8 . In consideration of the rights and privileges
granted pursuant to this Agreement, Franchisee shall pay a fran-
chise fee on its gross annual receipts, including in-kind pay-
ments, to the Town in accordance with Section 5. 1-45 of the Town
Code. If permitted by the FCC, Franchisee shall pay a fran-
chise fee to the Town equal to five percent (5%) of Franchisee ' s
gross annual receipts, including in-kind payments, from all
sources attributable to the operations of the cable television
system within the Town, including but not limited to pay cable,
advertising, leased access and any lump sum connection fees.
Franchisee shall also pay such surcharges as may be required
CO pursuant to Sec . 5. 1-60 of the Town Code.
COFranchisee agrees to expend its best efforts to cooperate
with and assist the Town in obtaining a waiver of applicable
FCC rules to justify payment of said annual 5% franchise fee.
Q Franchisee shall reimburse the Town for all expenses incurred
Q in preparing any such waiver petition.
SECTION 9 . Franchisee agrees to offer the cable television
services set forth in Exhibit C upon initial activation of its
cable television system. Franchisee shall install sufficient
satellite receive earth stations for the immediate receipt of
all such programming . It is expressly understood and agreed
that future circumstances may render certain of the cable
' television services set forth in Exhibit C, other than access
services, infeasible for delivery by Franchisee or that Fran-
chisee may determine that alternate services might be more
attractive to consumers within the Town. Accordingly, Fran-
chisee retains the discretion to alter such service offerings,
provided, however, Franchisee shall select and provide services
so as to retain at least comparable quality, diversity and
number of activated channels of service.
SECTION 10 . Franchisee agrees to provide a minimum of
four (4) specially designated, activated channels for access
purposes . At least one such channel shall be designated for
Public Access, one channel for Educational Access, one channel
for Government Access and one channel for Leased Access uses.
These channels will be made available on a first come, non-
discriminatory basis. On at least one specially designated
Leased Access channel , priority shall be given to part-time
users . In addition, other portions of Franchisee ' s nonbroad-
cast bandwidth, including unused portions of the specially
designated access channels, shall be available for leased
uses.
SECTION 11 . A Leesburg Cable Television Advisory Commis-
sion of five members, who shall be residents of the Town, shall
be established by the Town within three months of the date of
this Agreement. The first five members ' terms shall end on
June 30 , 1983 . Thereafter, members shall serve for terms of
four years . The office of any member shall be vacated if he
becomes a non-resident. A vacancy shall be filled for the
unexpired term as provided herein for original appointments .
Franchisee shall appoint two members by and with the consent
of the Town Council. The Mayor of the Town shall appoint three
members by and with the consent of the Town Council. The Com-
mission shall elect its chairman annually and the Town Manager,
or his designate, shall serve as secretary. The Commission
326 MINUTES OF OCTOBER 14, 1980 SPECIAL MEETING.
shall meet monthly or as determined by the Commission . No
member of the Commission shall have any interest in Fran-
chisee; be an officer, director or employee of Franchisee
or its contractors ; or be an elected official or employee
of the Town. Members of the Commission shall be subscribers
of the system when service is available. Members shall be
paid a salary which is to be fixed and appropriated by the
Town Council . Members shall be reimbursed for actual expenses
incurred in the exercise of their functions subject to the
availability of funds appropriated for the purpose and as
approved in advance by the Town Manager.
The Commission shall have the following powers and duties :
(a) To adopt rules governing conduct of its business and
meetings .
(b) To maintain a continuous oversight and review of cable
system operations and advise Town on Franchisee ' s com-
pliance with the terms of this contract.
(c) To encourage the use of access channels among the
widest range of institutions, groups and individuals
and to monitor Franchisee ' s access policies and prac-
tices, including charges for these services to insure
compliance with Chapter 5. 1-42 of the Town Code.
(d) To make recommendations of general policy to the Fran-
chisee relating to the service provided subscribers
in the operation and use of access channels with a
view of maximizing the diversity of programs and
services to subscribers.
(e) To review Franchisee ' s proposals for rate revisions
and make timely findings of fact and recommendations
regarding rates to the Town.
( f) To make suggestions to the Franchisee for appropriate
local origination and public access programming, and
to resolve disputes regarding non-commercial use of
time on access channels.
(g) To assist public access and other channel users: with
grants and other resources made available to the
Commission.
(h) To identify and pursue sources of funds for local
programming.
(i) To review and make recommendations to the Town oh pro-
posed annual budgets for Town expenditures related to
cable television.
(j ) To review, investigate and make findings of fact re-
lating to compliance and disputes arising from sub-
scribers and other users of the system.
(k) To require that Franchisee prepare and make available
to the public its current policies and charges for
commercial and non-commercial use of studio and mobile
television production facilities and access to channel
time on the cable television system.
SECTION 12 . The Franchisee shall within nine (9) months from
the execution of this agreement construct a permanent full color
television production studio located within the Town as part of
the system described in Section 5 hereof. The studio will con-
tain adequate facilities and equipment for the local production
and presentation of cablecast programs other than automated ser-
vices. The studio will be available, without charge, for all
public, educational and governmental access and local origination
programming, other than leased access , along with the services
of technical and production staff to be provided by the Franchisee.
MINUTES OF OCTOBER 14, 1980 SPECIAL MEETING.
327
The Franchisee shall not enter into any contract, arrangement,
or lease for use of its cablecast equipment which prevents or
inhibits the use of such studio or facilities for a substantial
portion of time for access purposes. Franchisee shall also
provide a fully equipped mobile color production studio which
shall be available, upon request, for access and origination
cablecasting purposes within the Town for a minimum of five (5)
hours per week between the hours of 9 am and 11 pm unless
waived by the Town Council .
SECTION 13 . Franchisee will construct a separate Institu-
tional Communications Network with a capacity to distribute
tweny-one (21) video channels downstream and sixteen (16) video
channels upstream. Upon completion of initial system construc-
tion, as defined in Section 5 hereof, the Institutional Network
will be capable of interconnecting every government, public
health, public safety and educational facility within the Town,
upon demand by such institution. The Institutional Network
shall be capable of delivering programming or information be-
tween institutions, as well as to the system headend and then
distributed to all subscribers . The Institutional Network ca-
pacity shall also be available on a leased basis to private
CD individuals, businesses or other entities .
COSECTION 14 . After initial construction and at the time of
W the first subscriber connection, Franchisee shall cablecast a
minimum of one hour of non-automated, locally produced program-
Q ming within each 24-hour period. Upon obtaining a minimum of
Q 1 , 500 subscribers, Franchisee shall cablecast a minimum of three
hours of non-automated, locally produced programming within each
24-hour period. Upon obtaining a minimum of 3, 000 subscribers,
Franchisee shall cablecast a minimum of four hours of non-
automated, locally produced programming during each 24-hour
period.
Franchisee may contract with a third party for the produc-
tion of local programming to meet the commitments set forth in
this section; provided, however, Franchisee shall retain ulti-
mate responsibility for compliance therewith. No such agree-
ment shall interfere with the availability of Franchisee ' s studio
facilities, production equipment or channel capacity for access
purposes .
SECTION 15 . At its expense, the Franchisee shall furnish,
upon request, one basic subscriber connection for each public
school , county and municipal building within the Franchise
territory. Franchisee shall furnish, at its expense, at the
Town municipal building an alphanumeric character generator
keyboard capable of direct input of messages for the municipal
bulletin board service.
SECTION 16 . There shall be no assignment, transfer, sale
or other change in ownership of Franchisee except as provided
in Article III of Chapter 5. 1 of the Town Code.
SECTION 17 . Franchisee shall hold the Town, its officials
and employees, harmless amd reimburse the same for all costs ,
damages or penalties associated with any litigation relating
to any item mentioned in Sec. 5 . 1-47 (a) of the Town Code or
otherwise arising from the award of a franchise to Franchisee.
SECTION 18. This Agreement, together with all items in-
corporated herein by reference, constitutes the entire under-
standing between the parties and supersedes any prior un-
written agreements . This Agreement shall be construed in ac-
cordance with and governed by the internal laws, and not the
laws of conflict, of the Commonwealth of Virginia.
SECTION 19 . It is expressly understood that each and
every obligation and duty voluntarily agreed to by Franchisee
herein is material to this Agreement and was relied upon by
3 o MINUTES OF OCTOBER 14 , 1980 SPECIAL MEETING.
u the Town in this award of a franchise to Franchisee. Should
any section of this Agreement, or any portion thereof, be held
invalid, unconstitutional, preempted or otherwise unenforce-
able by any court of competent jurisdiction, legislation or
administrative agency, any such partial invalidity of this
Agreement shall not affect the remaining portions hereof.
SECTION 20 . This Franchise Agreement shall become effec-
tive upon execution by both parties . Within thirty (30) days
after presentation of a statement therefor, Franchisee shall
reimburse the Town for all unrecovered costs and expenses as-
sociated with the evaluation of Franchisee ' s Application, award
of the franchise and negotiation of this Agreement.
FRANCHISEE:
Catoctin Cable Communications, Inc .
By:
Vice President
ATTEST: Date:
FRANCHISOR:
Town of Leesburg, Virginia
By :
Mayor
ATTEST: Date
Clerk of Council
On motion of Mr. Herrell, seconded by Mr. Willis , it was
unanimously moved to adjourn at 8 : 00 P.M.
I/
i 2�n�✓ mayor
Clerk of Co ncil