HomeMy WebLinkAboutMINUTES - 12081992 - IO.8 TO: BOARD OF SUPERVISORS 1 .0.-8 Contra
FROM: INTERNAL OPERATIONS COMMITTEE .. . j► Costa
County
DATE: November 30, 1992 ,.'til,: `
SUBJECT: STATUS REPORT ON THE DRAFT CABLE TELEVISION ORDINANCE
SPECIFIC REQUEST(S)OR RECOMMENDATION(S)&BACKGROUND AND JUSTIFICATION
RECOMMENDATIONS:
1 . Agree to have staff continue to negotiate with the Cable TV
operators on the content of the final revisions to the Cable
TV Ordinance with a view to having the Ordinance in final form
for introduction by January 31, 1993 .
2 . Request the Cable TV operators to agree to order the necessary
microwave equipment for the Interconnect System in January,
1993, contingent upon receiving assurances that the equipment
will be delivered and the Interconnect Agreement will be
signed by March, 1993, even though the Interconnect Agreement
will not have been executed by the County and the operators at
the time the equipment is actually ordered.
3 . Remove this item as a referral to the 1992 Internal Operations
Committee and instead refer it to the 1993 Internal Operations
Committee to provide continuing oversight to the subject of
Cable TV regulation.
BACKGROUND:
On August 11, 1992, the Board of Supervisors accepted a status
report from the Cable TV Franchise Administrator indicating, in
regard to the draft revised Cable TV Ordinance, the areas in which
there was still disagreement with the Cable TV operators . The
Board provided policy guidance to staff on these issues .
CONTINUED ON ATTACHMENT: YES SIGNATURE:
RECOMMENDATION OF COUNTY ADMINIST OR RECOMMENDATION OF BOARD COM ITTEE
APPROVE OTH
I . SCHRODER SUNNE WRIGHT McPEA
SIGNATURES
ACTION OF BOARD ON APPROVED AS RECOMMENDED 4-L OTHER
VOTE OF SUPERVISORS
I HEREBY CERTIFY THAT THIS IS A TRUE
UNANIMOUS(ABSENT ) AND CORRECT COPY OF AN ACTION TAKEN
AYES: NOES: AND ENTERED ON THE MINUTES OF THE BOARD
ABSENT: ABSTAIN: OF SUPERVISORS ON THE DATE SHOWN. �' G
ATTESTED C " /
Contact: PHIL BATCHELOR.CLERK OF THE BOARD OF
cc: County Administrator SUPERVISORS AND COUNTY ADMINISTRATOR
Cable TV Franchise Administrator
County Counsel
BY ,DEPUTY
I .O.-8
Our Committee met with the Cable TV Franchise Administrator and
Sanford Skaggs, representing the Cable TV operators, on November
30, 1992 . We had hoped that the Ordinance would be in final form
and ready for introduction today. However, as is pointed out in
the attached report from the Cable TV Franchise Administrator, the
Cable TV operators made a number of changes to the ordinance which
had not been anticipated. As a result, additional meetings have
had to be held in order to work through each of these additional
changes . In addition, as a result of the passage of new federal
Cable TV legislation, staff wanted to make some changes in the
Ordinance to reflect the content of the new federal law.
It is now felt that negotiations can be concluded by the end of
January, 19;93 . This date is important because of our agreement
that the Interconnect Agreement would go into effect at the same
time as the' revised Cable TV Ordinance becomes effective. This is
critical because the Federal Communications Commission (FCC) has
provided the County with an extension on the licenses for the
microwave system only until June 30, 1993 . Therefore, the County
must be able to certify to the FCC that the Interconnect System has
been constructed and is operational by June 30, 1993, or risk
losing the federal licenses which are necessary in order to operate
the system. ;
Recommendation #2 is included in an effort to tighten up the
timeframe which is required for construction of the microwave
system as much as possible. Normally, the Cable TV operators would
not be expected to order the actual equipment until the
Interconnect Agreement has been executed by both the County and the
operators. Since execution of the agreement is contingent upon
completing ;negotiations on the Ordinance, it has been suggested
that the operators be asked to go ahead and order the equipment in
January, since there is a six to eight week leadtime for the
delivery of the equipment. In this way, the equipment will
hopefully be delivered in March and construction can begin
immediately' thereafter, with the intent that the entire
Interconnect System will be completed and operational by June 30,
1993 .
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OFFICE OF THE COUNTY ADMINISTRATOR
C 0 N T R A C 0 S T A C 0 U N T Y
Administration Building
651 Pine Street, 11th Floor
Martinez, dalifornia 94553
DATE: November 25, 1992
TO: Internal Operations Committee
FROM: Patricia Burka;Franchise Administrator
SUBJECT: STATUS REPORT ON THE DRAFT CABLE TELEVISION ORDINANCE
On March 23, 1992, the Board directed staff: to bring the
Interconnect Agreement and the revised and amended Cable TV
Ordinance to them for approval at the same time; to include
requirements for a second access channel in the Interconnect
Agreement with the understanding that the second channel would not
need to be activated before the year 2003; to request the Cable
Operators, upon the signing of the Interconnect Agreement, to
purchase the production and microwave equipment "up front" and
recover their costs over six years as a credit to their franchise
fees; and to continue to negotiate in "good faith" with the
operators until both documents are finalized and brought to the
Internal Operations Committee for review and recommendation to the
Board of Supervisors .
INTERCONNECT AGREEMENT
The attached Interconnect Agreement was finalized with the Cable
Operators in August, 1992 . Provisions for a second access channel
to be activated no sooner than January, 2003 and arrangements for
"up front" funding to purchase the production and microwave
equipment with the recovery of Cable Operators ' costs as a credit
to their franchise fees over the next six years have been included.
In addition, the Cable Operators, have agreed, as the second step in
the Phase I process of the Interconnect Agreement, to make the
additional hours of 7 :00 p.m. to 9 :00 p.m. each Friday available
for the carriage of County programming within sixty (60) days after
the County provides each Cable Operator with written notice that it
has constructed and made fully operational a video production
studio.
DRAFT CABLE ORDINANCE
In August, 1992, staff sent a clean copy of the draft Ordinance
incorporating all agreed upon changes to the Cable Operators for
review. In November, 1992, staff received a greatly marked up
version of that draft back from the Operators for review. Staff
thought that there were only a few outstanding issues that needed
review, but after receiving the draft from the Operators it
appeared that negotiations were being reopened.
After some discussion, the Operators and staff agreed to meet
November 23, 1992 to focus on the six main sections of concerns as
stated in a prior letter from the Operators . Issues discussed
included the following sections: Construction Bonds (Section
6 . 006 ) , Indemnification by franchisee (Section 6 . 010) ,
Indemnification by County (Section 6 .012 ) , Rules and Regulations
(Section 8 . 006) , No Recourse (Section 8 . 014) and Technical
Standards (Section 10 . 006) .
There appeared to be movement toward resolution on most of the
sections discussed. However, it was apparent that more time would
be necessary to review and discuss the Operators ' comments in the
draft. The Operators agreed that, if negotiations were to
continue, the County would also be free to introduce changes to the
draft Ordinance.
In the interest of time, staff and the Operators agreed that a
deadline for negotiations based on construction of the interconnect
would be critical . The County has received an extension on its
FCC licenses until June 30, 1993 pursuant to Rule 94 .51 . If these
stations are not constructed and placed into operation by that
date, the authorizations could be canceled.
The Cable Operators agreed to determine with their technical staff
what length of time would be necessary for the construction and
activation of the interconnect and to verify with their FCC
contacts in Washington, D.C. the potential for an additional
extension if construction is in process but is not complete by June
30, 1993 .
At this time, it is anticipated that the Ordinance would be
completed by January 31, 1993 and ready for review by the Internal
Operations Committee and Board approval by February. Purchase of
equipment and construction of the Interconnect could then begin in
late March.
CONCLUSION
Because of the recent movement toward resolution on the six
remaining sections of concern, staff would recommend that the Board
direct them to continue to negotiate in "good faith" with the
Operators until January 31, 1993 and request the Operators to order
the microwave equipment for the Interconnect in January, 1993
contingent upon receipt by March. Staff will report the status of
negotiations to the Internal Operations Committee in early February
and will recommend further actions if necessary.
PB:amb
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Attachment -2-
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Agreement for the Delivery of
Access Programming in Contra Costa County
This agreement is entered into on 1992, by and between the
County of Contra Costa (the "County") and the undersigned licensees of cable television
systems within the unincorporated areas of Contra Costa County (the "Operators"). The
parties agree as follows:
A. Access Structure
The Operators shall, in two phases, provide a means by which the County
may deliver public, educational and governmental programming ("access programming")
to those subscribers of each Operator located within Contra Costa County. In Phase I,
each Operator shall provide dedicated time over its cable system for the carriage of access
programming provided by the County. In Phase II, the Operators shall advance funds for
the purchase of certain video production and microwave equipment and shall undertake
construction of a microwave interconnect for delivery of access programming over a
channel dedicated to the County for purposes of carriage of access programming.
B. Phase I
1. Commencing April 6, 1992, each Operator has made available the
hours of 7:00 p.m. to 9:00 p.m. each Monday for the carriage of access programming
provided by the County. Within sixty (60) days after the County provides each Operator
with written notice that it has constructed and made fully operational a video production
studio for the origination of access programming, each Operator shall make available the
additional hours of 7:00 p.m. to 9:00 p.m. each Friday for the carriage of access
programming provided by the County. This time shall be made available.for priority use
of the County for the carriage of access programming provided to the Operators in
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videotape format for playback over each cable system.
2. The channel over which access programming is carried may be a local
origination or community access channel designated by each Operator or such other
channel as the Operator chooses. Access programming shall be carried together with other
programming provided on such channel on a shared use basis. Except as to such time as
is made available to the County for the carriage of access programming, the Operator may
program such channel as it.determines in its sole discretion and shall have exclusive control
over the operation of such channel. On 60 days' prior written notice to the County, the
Operator may change the channel over which Phase I access programming is carried.
3. The channel over which access programming is carried shall be a part
of the Operator's basic service. The Operator shall make available; upon request and at no.
additional cost, one converter or similar device allowing reception of such channel for those
subscribers in the unincorporated area of Contra Costa County otherwise incapable of
receiving the channel on their television receivers. Deposits may be required if fully
refundable upon return of the converter or other device in good operating condition.
4. The time made available to the County for the purposes of access
programming shall be utilized by the County exclusively for the purposes of public,
educational and governmental programming and for no other purpose. Such time shall not
be used by the County for the carriage of commercial programming, advertising or for any
other non-access programming. The County shall use its reasonable efforts to minimize
repeat cablecasting of access programming during Phase 1, except in cases of programming
of significant community interest.
5. Each access program provided by the County for carriage by the
Operators shall be in 3/4"videotape format. At least five (5) business days before the date
on which the access program is to be carried, the County shall deliver a master videotape
of the access program to such Operator or production facility as the Operators may
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designate upon prior notice to the County. If the Operators request delivery of a master
videotape to a location outside Central Contra Costa County, the Operators shall bear the
reasonable expense of delivering the master to such location if overnight or other express
delivery is required to allow for timely duplication and distribution of the access program.
The Operators shall, at their expense, arrange for the duplication and distribution of the
access program such that each Operator receives a copy of the access program sufficient
to allow for carriage at the time designated by the County. If the County delivers a master
videotape of an access program to the Operators or their designated production facility less
than five (5) business days.prior to the date on which the County wishes such program to
be carried, the Operators shall use their reasonable efforts to duplicate and distribute copies
of the program so as to provide for carriage of such program when requested by the
County or, at the County's option, the County shall arrange for the duplication and
distribution of the access program at the County's expense.
6. The master videotape of each access program provided by the County
must be of satisfactory technical quality. If any master videotape is not of satisfactory
quality, it shall be promptly returned to the County and the County shall endeavor to
provide a substitute master videotape of satisfactory technical quality. The copies of the
master videotape produced for carriage over each Operator's cable system shall be of
satisfactory technical quality consistent with the technical quality of the master videotape
itself. If the technical quality of such copies is not satisfactory and the impairment is not
attributable to the master videotape, the Operators shall provide copies of satisfactory
quality for cablecasting by each Operator at the next regularly-scheduled time designated
by the County in accordance with Paragraph B.1 above, or at such earlier time as may be
available and mutually agreed upon by the County and the Operator.
7. On such schedule as is agreed to between the County and the
Operators, each Operator shall carry character generated messages over its cable system
advising its subscribers of the access programming provided by the County. Such messages
shall be carried-over the channel designated by the Operator for carriage by the County's
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access programming or such other channel as may be agreed upon by the County and the
Operator. The County shall provide the Operators with the text of each such message.
Where a newspaper distributed in an Operator's community provides a listing of local
origination and community access programming carried by such Operator over its cable
system, the Operator shall use its reasonable efforts to identify the County's access
programming in such listings, provided the County gives the Operator sufficient advance
notice of the access programming to be included in such listings. The County and the
Operators may agree upon other methods of advertising the County's access programming,
including the use of public service announcements provided by the County for carriage over
an Operator's cable system, provided that the Operator's system is capable of carrying such
announcements without the addition of equipment and with no interference to any other
programming or advertising carried by the Operator.
8. Should the County not schedule the carriage of access programming
during any time period identified in Paragraph B.1 above, the Operators may carry any
other programming during such period.
C. Phase II
1. For the purpose of equipping the studio to be used by the County for
the production of access programming, the Operators shall advance to the County funds
for the County's use in purchasing and installing the video production equipment set forth
in Exhibit B attached to this Agreement. The total expense to the Operators for purchase
and installation of video production equipment set forth in Exhibit B shall not exceed
$150,000.00, but at the County's option, any unused portion may be applied towards
construction of the microwave interconnect (see Paragraph C.2 below), but any unused
portion of such funds remaining unspent as of December 31, 1993 shall be refunded to the
Operators in accordance with the allocation percentages set out in Exhibit C (adjusted to
account for any Operator not contributing to the funds provided for such video production
equipment). The Operators agree, at no charge to the County, to make their technical and
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production personnel available for reasonable consultation and assistance in connection
with the installation of the video production equipment.
2. For the purpose of constructing the microwave interconnect in the
configuration set forth in Exhibit A, the Operators shall purchase and install, or arrange
for the installation of, the microwave equipment set forth in Exhibit B at each of the
locations shown in Exhibit A, regardless of which party owns or controls such locations.
The total expense to the Operators for the purchase and installation of the microwave
equipment set forth in Exhibit B shall not exceed $250,000.00, but at the County's option
any unused portion may be applied towards the purchase of video production equipment
(see Paragraph CA above). The installation of the microwave receive equipment shall be
performed or arranged by the Operators at no cost to the County. The installation of the
microwave transmit and relay equipment shall be performed by the Operators and the
County shall reimburse the Operators for the actual cost (i.e., installers' hourly salary plus
cost of materials) of such installation work, excluding overhead. All microwave equipment,
except for receive equipment, shall be owned by the County following its installation. All
microwave receive equipment shall be owned by the Operator owning or controlling the
receive site where such equipment is located. Such installation shall be completed, and the
interconnect shall be activated and turned over to the County, by the earlier of January 1,
1994 or three months prior to the expiration of the construction period identified in the
Microwave Radio Station Licenses issued or to be issued by the Federal Communications
Commission to the County ("FCC licenses"), as the same may be extended from time to
time. The County shall, at its expense, arrange for a qualified technical expert to consult
in the installation of the microwave equipment.
3. For the entire period of the license granted by the County, the
Operators shall grant to the County, or use reasonable efforts to obtain in the County's
name at the County's expense, written consent for the installation and maintenance of the
microwave equipment and all appurtenances on Briones Peak and other antenna locations
shown on Exhibit A not already owned or controlled by the County. The expense to the
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County under this paragraph shall be limited to the actual fees charged by third parry
owners of the antenna sites. The County shall be responsible for securing all licenses,
permits or other authorizations required for construction of the interconnect at its sites.
The Operators shall be given access to all County facilities and other facilities not owned
or controlled by the Operators for purposes of construction of the interconnect.
4. In purchasing the microwave equipment, the Operators shall use their
reasonable and good faith efforts to obtain the equipment at the lowest prices available to
the Operators.
5. The equipment described in Paragraphs C.1 and C.2 above shall be
purchased through an advance of license fees made by the Operators. Each Operator shall
advance such license fees in two installments, the first (for purchase of the video
production equipment) to be made within 30 days after the execution of this agreement,
and the second (for purchase of the microwave equipment) to be made on or before June
30, 1993 (or such earlier date as may be necessary to accommodate the period allowed for
construction of the microwave paths under the FCC licenses). The advances required for
each Operator are more particularly identified in Exhibit C.
6. Before purchasing any equipment under Paragraph C.2 above, the
Operators shall furnish to the County a written quotation listing the price(s) to be paid,
and shall obtain the County's consent in writing thereto. The Operators shall account to
the County for the expenditure of such funds within ninety (90) days after purchasing each
group of equipment described in Paragraph C.2 above. In the event the total cost of such
facilities and equipment described in Paragraphs C.1 and C.2 exceeds the amount
budgeted therefor set forth in Exhibit B, the County shall be responsible for all such excess
costs. In the event the cost of such facilities and equipment is less than the amount
budgeted therefor set forth in Exhibit B and the County does not exercise its option to
apply the unused portion(s) as provided in Paragraphs C.1 and C.2 above, such advances
shall be adjusted prorata among the Operators to reflect the actual aggregate amount
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advanced by the Operators for purchase of the video production and microwave equipment
and installation of the microwave equipment. Such adjustment shall be based upon the
amount of the advance otherwise due from each Operator as originally set forth in Exhibit
C in relation to the aggregate of advances required of all Operators as originally set forth
in that exhibit.
7. The failure of any Operator that has signed this agreement to advance
in a timely manner its proportionate share, as set forth in Exhibit C, shall constitute a
material breach of this agreement and of the County's cable television ordinance, and shall
entitle the County to all or any combination of the following remedies: (i) revocation or
forfeiture of such Operator's license; (ii) recovery of damages, including without limitation
additional expenses incurred by the County to extend or reapply for the FCC licenses; and
(iii) any other remedies provided by law or equity. Should any Operator fail to advance
the full amount required of it under Exhibit C, no other Operator shall be responsible for
funding the amount of any such deficiency. In such case, the County shall have the option
of advancing money to cover the deficiency or of requiring those Operators that have paid
their contributions to construct and turn over to the County a partial or phased
interconnect (i.e., one or more operational legs) using the available funds.
8. The advance of license fees by each Operator as set forth in Exhibit
C (subject to adjustment as described in Paragraph C.6 above) shall be amortized on a
straight-line basis over a period of six years. One-sixth of the total amount actually
advanced by each Operator shall be offset against license fees otherwise due the County
from the Operator with respect to each calendar year commencing with calendar year 1993
and terminating with the license fees due for calendar year 1998. If the aggregate amount
of any such advance has not been fully amortized and offset against license fees otherwise
due the County as of calendar year 1998, the unamortized balance of such advance shall
be offset against license fees due the County each year thereafter on a dollar-for-dollar
basis until the advance has been fully amortized. Should any unamortized balance remain
unpaid as of December 31, 2002, the County will reimburse it to the Operator.
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9. Each Operator shall, at its expense, maintain all facilities and
equipment installed at its headend and/or receive site(s) necessary to receive (but not
transmit or retransmit) the microwave signal originated by the County over such
interconnect. The County shall, at its expense, maintain or cause to be maintained all
microwave equipment and appurtenances installed upon County facilities necessary to
transmit or retransmit the microwave signal originated by the County over such
interconnect. The Operators shall maintain, or arrange for the maintenance of, all
microwave equipment and appurtenances installed upon the facilities of any Operator
necessary to transmit or retransmit the microwave signal for the interconnect, and the
County shall pay the Operators for the actual cost thereof(i.e., installers'hourly salary and
cost of materials, excluding overhead).
10. All costs reimbursed by the County under this agreement will be paid
within a reasonable period after receipt of request.
11. Each Operator shall make available a dedicated channel on its cable
system for carriage of access programming provided by the County through the microwave
interconnect. This channel shall be subject to the following understandings:
a. On or before December 31, 1992, the Operators shall agree
upon a uniform channel assignment for the dedicated channel which shall be the same
across all cable systems. The channel shall be made available concurrently with completion
of the microwave interconnect. Effective upon the dedication of such channel and
activation of the microwave interconnect, all obligations of the Operators under Phase I
shall terminate and the Operators shall have no continuing obligation to make time
available on a shared use basis for the carriage of access programming.
b. If the dedicated channel is to be made available before January
1, 1994, and should an Operator be unable, due to pre-existing contractual or franchise
commitments that cannot be modified after reasonable efforts to do so, to provide a
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dedicated channel at that time, the Operator may utilize a local origination or community
access channel or such other channel as it chooses for the carriage of such access
programming as the County provides over the microwave interconnect. Access
programming presented over such channel shall be carried on a shared use basis together
with other programming carried over such channel. The Operator shall allocate time over
such local origination, community access or other channel for the carriage of access
programming provided by the County at such times as the County and the Operator may
agree upon, provided that such Operator shall make a dedicated channel available for the
carriage of the County's access programming from and after January 1, 1994 in accordance
with the foregoing provisions.
C. The dedicated channel shall be a part of each Operator's basic
level of service. Each Operator shall make available, upon request and at no additional.
cost, one converter of similar device allowing reception of the dedicated channel for those
subscribers otherwise incapable of receiving the dedicated channel on their television
receivers. Deposits may be required if fully refundable upon return of the converter or
other device in good operating condition.
d. The dedicated channel shall be available entirely for purposes
of public, educational and governmental programming and for no other purpose, provided
that the County may permit the Operators to utilize such channel on such days and during
such hours as are not utilized by the County. The dedicated channel shall not be used by
the County for carriage of commercial programming, advertising or any other non-access
programming, but may be used for acknowledgment of underwriting sponsorship and
solicitation of financial pledges for non-profit, community purposes.
e. The County shall have sole responsibility for the programming
and administration of the dedicated channel, including all personnel, facilities, equipment
and material necessary to transmit access programming over the microwave interconnect
for cablecasting over such channel. The Operators shall not be responsible for the quality
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of the signal originated by the County over the microwave interconnect. The County shall
establish and administer all rules, regulations and procedures concerning the use and
scheduling of access programming presented over the dedicated channel.
f. The County agrees to comply with all applicable. laws,
ordinances, rules and regulations in connection with the microwave interconnect and such
dedicated channel, including without limitation the rules and regulations of the FCC.
12. The County and the Operators shall cooperate with one.another with
respect to construction of the microwave interconnect, including without limitation a
request to the FCC to extend the period for construction permitted under the FCC licenses
through December 31, 1993, or such shorter extension as may be granted by the FCC.
13. If, at any time three (3) years or more following the date the dedicated
channel is first utilized for access programming, such channel is not in use and
programmed with public, educational or governmental programming during at least fifty
percent (50%) of the weekdays for at least fifty percent (50%) of the time during any
consecutive nine (9) hour period selected by the County for ten (10) consecutive weeks,
the channel shall revert to the exclusive use of the Operators. Upon such reversion, each
Operator shall make time available elsewhere on its cable system for carriage of such access
programming as may be provided by the County or members of the public.
D. Second Dedicated Channel
c�
1. As a condition of approving any request for extension or renewal of
a license under Section 58-4.010(a) of the County Ordinance Code, the County may require
the Operator to make available and activate, effective on or after January 1, 2003, a
second dedicated channel on its cable system for carriage of access programming provided
by the County through the microwave interconnect, upon satisfaction of each of the
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following conditions:
a. The first dedicated channel is in use and programmed with
access programming during at least eighty percent of the weekdays for at least eighty
percent of the time during any consecutive 9-hour period selected by the County for ten
consecutive weeks. For purposes of this computation, character-generated programming
shall not count during such period.
b. At least fifty percent of the programming presented on the first
dedicated channel during such 10-week period is produced within or relates to Contra
Costa County and is produced within one year of such 10-week period.
C. Not more than thirty-three and one-third percent of the
aggregate hours utilized for access programming on the first dedicated channel during such
10-week period represents repeat programming.
2. If, at any time three years or more following activation of the second
dedicated channel for access programming by the County on at least three cable systems
licensed by the County, the first dedicated channel does not satisfy the usage criteria
established in Paragraph D.1 above, the second dedicated channel shall revert for a period
of three years to the exclusive use of the Operators. Following three years of exclusive use
by the Operators, the second dedicated channel shall again be available to the County upon
satisfaction of the terms set forth in Paragraph D.1 above.
3. If an Operator cannot allocate a second dedicated channel to the
County without discontinuing existing programming assigned to the channel to be allocated
to the County, the County shall conduct a survey of the Operator's subscribers which
establishes to the satisfaction of the board, in its discretion, that there is public interest in
such second dedicated channel. The Operator shall, at the request of the County, distribute
the survey to its subscribers at no expense to the County.
4. The operation of the second dedicated channel shall be subject to the
same terms and conditions as the first dedicated channel, as set forth in Paragraph C.11
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above. The Operators shall agree upon a uniform channel assignment for the second
dedicated channel which shall be the same across all cable systems.
E. Nature of Commitments; Indemnification; Force Majeure,• Completion of
Cable Television Ordinance
1. Provided that each Operator advances the funds for the purchase of
the video production equipment and constructs and activates the microwave interconnect
at the time and in the manner specified in this agreement, upon renewal or extension of
such Operator's cable television license for the County, the County agrees that it shall not
require the Operator to perform, before January 1, 2003, any additional obligations with
respect to an interconnect,facilities or equipment for access programming, channel capacity
for access programming, or funding with respect thereto. The commitments made by each
Operator set out above constitute all commitments required by each Operator with respect
to an interconnect, facilities or equipment for access programming, channel capacity for
access programming, or funding required in connection therewith for the period through
and including December 31, 2002. No Operator complying with the undertakings set out
above shall be required to provide any other interconnect or any additional facilities or
equipment for access programming,channel capacity for access programming,commitments
for the same or commitments for the support of access programming as a condition of the
renewal or extension of its license through the period ending December 31, 2002.
T
2. The County shall indemnify, defend and hold each Operator, its
affiliates and their respective officers, directors, employees and shareholders harmless from
and against any and all liabilities, losses, damages, claims, actions, causes of action,. costs
and expenses (including reasonable attorneys' fees) arising from or in any manner related
to (i) access programming provided by the County to the Operators for carriage on a
shared-use basis during Phase I and (ii) the County's production and/or cablecasting of
programming utilizing the microwave interconnect and dedicated channel(s) provided for
this purpose, or any other use by the County of the microwave interconnect or such
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dedicated channel(s) (except with respect to such programming as may be provided by an
Operator over the dedicated channel(s) during any period allowed therefor by the County),
including without limitation liability for libel, slander, defamation, invasion of privacy or
infringement of copyright, musical performing rights or any other right of any person.
3. The Operators shall not be liable for any failure or delay in the
performance of their obligations set forth herein resulting from acts or occurrences beyond
their control, including without limitation, acts of war or riot, earthquake, flood, storm or
other natural disasters, power or communications failures, inability to obtain goods or
materials from normal sources of supply, strike or other labor strife, any limitations or
other act or regulation by any government authority or any act of God. The Operators
shall give the County notice of any such act or occurrence which causes or is anticipated
to cause any such failure or delay promptly after becoming aware thereof. The period for
performance shall be extended by the length of such failure or delay. This paragraph shall
not apply to the Operators' obligations to make advances (see Paragraph C.5), which
obligations the Operators shall perform without fail or delay. In the event that
construction or activation of the interconnect is delayed pursuant to this paragraph, the
Operators shall complete such construction and activation as soon as the cause of delay has
been eliminated.
4. The obligations and commitments set forth in this agreement are
conditioned upon completion of the Contra Costa County Cable Television Ordinance in
form and substance mutually satisfactory to the Operators and the County.
13 8-13-92 Draft