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<br />decision with an' appropriate state or federal
<br />court or agency.
<br />d. During the appeal. period, the
<br />Franchise shall remain in fllllforce and effect
<br />unless the ;terro.ther~of.sooner explfEiS or
<br />unl~S c()'riiinu~~n 'of.il'i~'Franchise:would
<br />endanger the health, safety and welfare of any
<br />perSon or the public. -
<br />3. . Abandonment of Service. Grantee may
<br />not abandon the System or any portion thereof
<br />without having first given three (3) months
<br />written notice to City. Grantee may not
<br />abarldon the System or any portion thereof
<br />without compensating City for damage.s
<br />resulting from the abandonmel1t, including all
<br />costs incident.to removal "of the System.
<br />4. Removal After Abandonment Termination
<br />or Forfeiture. ;
<br />a. In the event of termination or forfeiture
<br />of the Franchise or abandonment of the
<br />System, City shall have the right to require
<br />Grantee to remove all or any portion of the
<br />System from all Rights-of-Way and publiC:
<br />property within City.
<br />b. .If Grantee has failed to commence
<br />removal of System, or .such part thereof as was
<br />designated. by City, within thirty (30) days .after
<br />written notice of City's demand for removal is
<br />given, or if Grantee has failed to comp'ete such
<br />removal within twelve, (12) months afte: written
<br />notice of City's demand for removal is given,
<br />City shall have the-right to apply funds secured
<br />by the Letter of Credit and Performance Bond
<br />toward removal and/or declare all right, title,
<br />and interest to the System to be ih City with all
<br />rights of ownership including. but not limited to,
<br />the right to operate. the System or transfer the
<br />System to another for operatiori by it.
<br />5. Sale or Transfer of Franchise.
<br />a. No sale or transfer of the Franchise, or
<br />sale, transfer, or fundamental corporate change
<br />of or in Grantee, including, but not limited to, a
<br />fundamental corporate change in Grantee's
<br />parent corporation or any entity having a
<br />controlling interest in Grantee, the sale of a
<br />controlling'interest .in the Grantee's assets, a
<br />merger including the merger of a subsidiary
<br />and parent entity, col1solidation, or the creation
<br />of a subsidiary or affiliate. entity, shall take
<br />place until a written request has been filed with
<br />City requesting approval.of the sale, transfer, or
<br />corporatechanQe and such approval has been
<br />granted.oJ.d~e!l9raf)ted, P!?~id~~~~wever,
<br />that said approval shall not be. requTrea Where
<br />Grantee grants a security interest in its
<br />Franchise and/or assets to secure an
<br />indebtedness,
<br />. b. Any sale, transfer, exchange or
<br />assignment of. stock in Grantee, pr Grantee's
<br />parent corporation or any other entity having a
<br />-controlling interest in Grantee, so as to create a
<br />new controlling Interest therein, shall be subject
<br />to the requirements of. this Section 10.5. The
<br />term "controlling Interest" as used herein Is not
<br />limited to majority stock ownership, but.
<br />includes actual working control in whatever
<br />manner .exercised. In any event, as used
<br />herein, a new "controlling interest" shall be
<br />deemed to be created upon the acquisition
<br />through any transaction or group of
<br />transactions of a legal or beneficial Interest of
<br />fifteen percent (15%) or more by one Person.
<br />Acquisition by one Person of an interest of five
<br />percent (5%) or more ina single transaction
<br />shall require notice to City.
<br />c. The Grantee shall file, in addition to all
<br />documents, forms arld information required to
<br />be filed by applicable law, the following:
<br />1.. All contracts, agreements or other
<br />documentS that constitute the proposed
<br />transaction and all exhibits, attachments, or
<br />other documepts referred to - therein which are
<br />necessary in order to understand the terms
<br />thereof.
<br />.2. A list detailing all documents filed
<br />with any state or federal agency related to the .
<br />transaction including, but not limited to, the
<br />MPUC, the FCC, the FTC, the FEC, the SEC or
<br />. MnDOT. Upon request, Grantee shall provide
<br />City with a complete copy of any such
<br />document; and
<br />3. Any other documents or information
<br />related to the transaction as may be specifically
<br />requested. by the City.
<br />d. City shall have such time as is
<br />
<br />SUOscrlDers or any IIS1S mat ioentify the vieWlnlil
<br />habits of Subscribers shall be sold or otherwi:;e
<br />made available to any party other thaa.114,
<br />Grantee or its agents for Grantee's service.
<br />business use or to Ciiy for the purpose at
<br />FranchiseadmlnistratiorJ, and also to thttl. '"
<br />Subscriber subject of that Information, unles.
<br />Grantee has' received specific writte~
<br />authorization from the Subscriber to m;ike suc~
<br />data available. Such written permission shal
<br />be for a limited period of time not to exceed:'
<br />one (1) year which maybe renewed at tM.
<br />option of the Subscriber. No penalty shall bEl:
<br />invoked for a Subscriber's failure to provide 0"
<br />renew such authorization. The authorlzati01\
<br />shall be revocable at any time by th~
<br />Subscriber without penalty of any kin~
<br />whatsoever. . ~;
<br />c. Written permission from the Subscribe~
<br />shall not be required for the conducting ot
<br />System wide or individuallyaddre.ssedJ
<br />electronic. sweeps for the purpose of verifyin~
<br />System integrity or monitoring for the pul"pOSll;
<br />of billing. Confidentiality of such informatio~
<br />shall be subject to the pro~ision set forth i~
<br />subparagraph (b) of this Section. ~
<br />- SECTION 12. ..' "I
<br />UNAUTHORI~D CONNECTIONS AND ~
<br />MODIFICATIONS '. 1\
<br />1. Unauthorized Connectionso~-
<br />Modifications Prohibite9'U shall be unlalNfuUo'li
<br />any firm; Person. group, cOmpany, corPQration~
<br />or governmental. body or agency, without thElli
<br />express consent Of. the Grantee, to make o,,!!
<br />possess, or assist anybody in making or~
<br />possessing, any unauthorized connection,~
<br />extension, or division, whether physically:j
<br />acoustically, inductively,. electronically or~
<br />otherwise, with or to any segment of the'!
<br />System or.receive services of the System.::
<br />. without Grantee's authorization. 'Ii
<br />2. Removal or Destruction Prohibited. It Shal~
<br />be unlawful for any firm, Person, grouP,,\
<br />company, or corporation to willfully interfere,'l
<br />tamper, remove, obstruct, or damage, or assist:;
<br />thereof, any part or segment of the System for~
<br />any purpose whatsoever, except for any rightSl\
<br />qty may have pursuant to this Franchise or i~
<br />police powers. ~
<br />3. ~. Any firm, Person, group:
<br />company, or, corporation found guilty of.
<br />violating th.iS section may be fined not less than~
<br />Twenty Dollars ($20.00) and the costs o~. t. ,
<br />action nor. more th~n Five Hundr. edDOII. . "~\.'.
<br />{$500:00) and the -costs of the action for "
<br />and every. sUbsequent. offense. E./iI~'~
<br />cont.inuing day of the violation shall be~
<br />conSidered a separate occurrence.". , .~
<br />" SECTION 13. . ...."...i ~
<br />. MISCELLANEOUS PROVISION$. . .~
<br />,1. Francrnse Renewal. Any renewal: oft is~
<br />Franchise. shall be performed l(l aCC()rda~el
<br />with applicable federal, state and loca. I.. la s
<br />and regulations. The term of any renew. d
<br />Franchise shall be limited to aperiol! not toi
<br />exceed fifteen (15) years. . .' .
<br />2. . Work Performed by Others. All applicable ~I'
<br />Ob. ligations O.f. t.hiS Franchise Sh. all apply to an y
<br />subcontractor or others performing any work or '
<br />services pursuant to the prOVisions of this .
<br />Franchise.,howe.. ver., in no. eventsh all any such i.'.
<br />subcontractor or other performing work obtain
<br />any rights to maintain and operate a System or
<br />provide Cable Service. Grantee shall provide'~
<br />notice to City of the narne(s) and addreSS(Ejs) P
<br />of any entity, other than Grantee, which ~
<br />performs substantial services pursuant to thi:;
<br />Franchise. I . .' ·
<br />3. Amendment of Franchise Ordinance.
<br />Grantee and City may agree, from time to time,
<br />to amend this Franchise. Such written
<br />amendments may be made subsequent to a
<br />review session pursuant to Section 7.5 or at
<br />any other time if City and Grantee agree tlfar.;
<br />such an amendmenLwill be in the publicS
<br />interest or if such an amendment is required':
<br />due to changesinfederal, state or locallaws.~
<br />Provided, however, nothing herein shall restrict,:
<br />City's exercise of its police powers or City's'
<br />authority tl? unilaterally amend Franchise~
<br />provisions to the extent permitted bylaw. . ~
<br />4. Compliance with Federal Statearld LOl/llI,
<br />~. .' . . . ...~
<br />. a. II any federal or state law or regulation,
<br />shall require or permit City or Grantee to~
<br />oerform .anv service or act or shall Drohibit CitV.
<br />
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