HomeMy WebLinkAboutComcast-FinalLicense-082514
CABLE TELEVISION
RENEWAL LICENSE
GRANTED TO
COMCAST OF MASSACHUSETTS III, INC.
THE BOARD OF SELECTMEN
TOWN OF LEXINGTON,
MASSACHUSETTS
AUGUST 25, 2014
-Town of Lexington Cable Television Renewal License-
September 1, 2014 – August 31, 2024
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TABLE OF CONTENTS
AGREEMENT .................................................................................................................6
ARTICLE 1 DEFINITIONS ................................................................................................7
Section 1.1 - DEFINITIONS ...........................................................................................7
ARTICLE 2 GRANT OF RENEWAL LICENSE...............................................................13
Section 2.1 - GRANT OF RENEWAL LICENSE .........................................................13
Section 2.2 - TERM OF RENEWAL LICENSE ............................................................14
Section 2.3 - NON-EXCLUSIVITY OF RENEWAL LICENSE....................................14
Section 2.4 - POLICE AND REGULATORY POWERS ...............................................15
Section 2.5 - REMOVAL OR ABANDONMENT.........................................................15
Section 2.6 - TRANSFER OF THE RENEWAL LICENSE...........................................15
Section 2.7 - EFFECT OF UNAUTHORIZED TRANSFER ACTION ..........................17
ARTICLE 3 CABLE SYSTEM DESIGN...........................................................................18
Section 3.1 - SUBSCRIBER NETWORK .....................................................................18
Section 3.2 - COMMUNICATIONS TECHNOLOGY FUNDING ................................18
Section 3.3 - PARENTAL CONTROL CAPABILITY ..................................................19
Section 3.4 - EMERGENCY ALERT OVERRIDE CAPACITY ...................................19
Section 3.5 - SYSTEM TECHNICAL SPECIFICATIONS............................................19
ARTICLE 4 CABLE SYSTEM LOCATION AND OPERATIONAL STANDARDS ........20
Section 4.1 - AREA TO BE SERVED...........................................................................20
Section 4.2 - LOCATION OF THE CABLE TELEVISION SYSTEM ..........................20
Section 4.3 - UNDERGROUND FACILITIES ..............................................................21
Section 4.4 - TREE TRIMMING...................................................................................21
Section 4.5 - RESTORATION TO PRIOR CONDITION..............................................21
Section 4.6 - TEMPORARY RELOCATION ................................................................22
Section 4.7 - DISCONNECTION AND RELOCATION ...............................................22
Section 4.8 - SAFETY STANDARDS...........................................................................22
Section 4.9 - PEDESTALS ............................................................................................22
Section 4.10 - PRIVATE PROPERTY ..........................................................................23
Section 4.11 - RIGHT TO INSPECTION OF SYSTEM ................................................23
Section 4.12 - CABLE SYSTEM MAPS .......................................................................23
Section 4.13 - SERVICE INTERRUPTION ..................................................................24
Section 4.14 - COMMERCIAL ESTABLISHMENTS ..................................................24
Section 4.15 - SERVICE OUTAGE NOTIFICATION ..................................................24
Section 4.16 - DIG SAFE .............................................................................................24
ARTICLE 5 SERVICES AND PROGRAMMING .............................................................25
Section 5.1 - BASIC SERVICE.....................................................................................25
Section 5.2 - PROGRAMMING ....................................................................................25
Section 5.3 - LEASED CHANNELS FOR COMMERCIAL USE .................................25
Section 5.4 - RECORDING OF CABLE SIGNALS ......................................................26
Section 5.5 - CONTINUITY OF SERVICE...................................................................26
Section 5.6 - DROPS & MONTHLY SERVICE TO PUBLIC BUILDINGS AND
SCHOOLS ............................................................................26
-Town of Lexington Cable Television Renewal License-
September 1, 2014 – August 31, 2024
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ARTICLE 6 PUBLIC, EDUCATIONAL AND GOVERNMENTAL ACCESS
FACILITIES AND SUPPORT ...............................................................28
Section 6.1 - PEG ACCESS PROGRAMMING ............................................................28
Section 6.2 - PEG ACCESS CORPORATION ..............................................................28
Section 6.3 - PEG ACCESS CHANNELS .....................................................................29
Section 6.4 - PEG ACCESS FUNDING ........................................................................29
Section 6.5 - PEG ACCESS CHANNELS MAINTENANCE ........................................31
Section 6.6 - PEG ACCESS CABLECASTING ............................................................31
Section 6.7 - ACCESS CORPORATION STUDIO RELOCATION..............................32
Section 6.8 - CENSORSHIP..........................................................................................32
Section 6.9 - PEG ACCESS PROGRAMMING COSTS ...............................................33
ARTICLE 7 LICENSE FEES.............................................................................................34
Section 7.1 - LICENSE FEE PAYMENTS ....................................................................34
Section 7.2 - TECHNOLOGY INITIATIVES FUNDING .............................................34
Section 7.3 - RECOMPUTATION ................................................................................35
Section 7.4 - OTHER PAYMENT OBLIGATIONS AND EXCLUSIONS....................35
Section 7.5 - AFFILIATES USE OF SYSTEM .............................................................36
Section 7.6 - METHOD OF PAYMENT .......................................................................36
ARTICLE 8 RATES AND CHARGES ..............................................................................37
Section 8.1 - RATE REGULATION .............................................................................37
Section 8.2 - NOTIFICATION OF RATES AND CHARGES .......................................37
Section 8.3 - PUBLICATION AND NON-DISCRIMINATION....................................37
Section 8.4 - CREDIT FOR SERVICE INTERRUPTION .............................................38
ARTICLE 9 INSURANCE AND BONDS .........................................................................39
Section 9.1 - INSURANCE ...........................................................................................39
Section 9.2 - PERFORMANCE BOND .........................................................................40
Section 9.3 - REPORTING............................................................................................40
Section 9.4 - INDEMNIFICATION...............................................................................41
Section 9.5 - NOTICE OF CANCELLATION OR REDUCTION OF
COVERAGE ........................................................................41
ARTICLE 10 ADMINISTRATION AND REGULATION ................................................42
Section 10.1 - REGULATORY AUTHORITY..............................................................42
Section 10.2 - PERFORMANCE EVALUATION HEARINGS ....................................42
Section 10.3 - NONDISCRIMINATION .......................................................................43
Section 10.4 - EMERGENCY REMOVAL OF PLANT ................................................43
Section 10.5 - REMOVAL AND RELOCATION .........................................................43
Section 10.6 - JURISDICTION/VENUE .......................................................................43
ARTICLE 11 DETERMINATION OF BREACH/LIQUIDATED DAMAGES/.................44
Section 11.1 - DETERMINATION OF BREACH .........................................................44
Section 11.2 - LIQUIDATED DAMAGES ....................................................................45
Section 11.3 - REVOCATION OF THE RENEWAL LICENSE ...................................46
Section 11.4 - TERMINATION ....................................................................................46
Section 11.5 - NOTICE TO TOWN OF LEGAL ACTION............................................47
Section 11.6 - NON-EXCLUSIVITY OF REMEDY .....................................................47
Section 11.7 - NO WAIVER-CUMULATIVE REMEDIES ..........................................47
-Town of Lexington Cable Television Renewal License-
September 1, 2014 – August 31, 2024
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ARTICLE 12 SUBSCRIBER RIGHTS AND CONSUMER PROTECTION......................49
Section 12.1 - PAYMENT CENTER.............................................................................49
Section 12.2 - TELEPHONE ACCESS .........................................................................49
Section 12.3 - CUSTOMER SERVICE CALL CENTER ..............................................49
Section 12.4 - INSTALLATION VISITS-SERVICE CALLS-RESPONSE TIME .........50
Section 12.5 - FCC CUSTOMER SERVICE OBLIGATIONS ......................................51
Section 12.6 - BUSINESS PRACTICE STANDARDS .................................................51
Section 12.7 - COMPLAINT RESOLUTION PROCEDURES......................................52
Section 12.8 - REMOTE CONTROL AND CONVERTER DEVICES..........................52
Section 12.9 - LOSS OF SERVICE-SIGNAL QUALITY .............................................53
Section 12.10 - EMPLOYEE IDENTIFICATION CARDS ...........................................53
Section 12.11 - PROTECTION OF SUBSCRIBER PRIVACY .....................................53
Section 12.12 - PRIVACY WRITTEN NOTICE ...........................................................54
Section 12.13 - MONITORING ....................................................................................54
Section 12.14 - DISTRIBUTION OF SUBSCRIBER INFORMATION ........................54
Section 12.15 - INFORMATION WITH RESPECT TO VIEWING HABITS
AND SUBSCRIPTION DECISIONS....................................55
Section 12.16 - SUBSCRIBER'S RIGHT TO INSPECT AND VERIFY
INFORMATION ..................................................................55
Section 12.17 - PRIVACY STANDARDS REVIEW ....................................................56
ARTICLE 13 REPORTS, AUDITS AND PERFORMANCE TESTS.................................57
Section 13.1 - GENERAL .............................................................................................57
Section 13.2 - FINANCIAL REPORTS.........................................................................57
Section 13.3 - CABLE SYSTEM INFORMATION.......................................................57
Section 13.4 - IN-HOUSE TELEPHONE REPORTS ....................................................57
Section 13.5 - SUBSCRIBER COMPLAINT REPORT.................................................58
Section 13.6 - INDIVIDUAL COMPLAINT REPORTS ...............................................58
Section 13.7 - SEMI-ANNUAL PERFORMANCE TESTS ...........................................58
Section 13.8 - QUALITY OF SERVICE .......................................................................58
Section 13.9 - DUAL FILINGS.....................................................................................59
Section 13.10 - INVESTIGATION................................................................................59
ARTICLE 14 EMPLOYMENT..........................................................................................60
Section 14.1 - EQUAL EMPLOYMENT OPPORTUNITY ...........................................60
Section 14.2 - NON-DISCRIMINATION......................................................................60
ARTICLE 15 MISCELLANEOUS PROVISIONS .............................................................61
Section 15.1 - ENTIRE AGREEMENT .........................................................................61
Section 15.2 - CAPTIONS ............................................................................................61
Section 15.3 - SEPARABILITY ....................................................................................61
Section 15.4 - ACTS OR OMISSIONS OF AFFILIATES .............................................61
Section 15.5 - RENEWAL LICENSE EXHIBITS .........................................................61
Section 15.6 - WARRANTIES ......................................................................................62
Section 15.7 - FORCE MAJEURE ................................................................................62
Section 15.8 - REMOVAL OF ANTENNAS.................................................................63
Section 15.9 - SUBSCRIBER TELEVISION SETS ......................................................63
Section 15.10 - APPLICABILITY OF RENEWAL LICENSE ......................................63
Section 15.11 - NOTICES .............................................................................................63
Section 15.12 - NO RECOURSE AGAINST THE ISSUING AUTHORITY .................64
Section 15.13 - TOWN'S RIGHT OF INTERVENTION ...............................................64
Section 15.14 - TERM .............................................................................................64
-Town of Lexington Cable Television Renewal License-
September 1, 2014 – August 31, 2024
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LIST OF EXHIBITS
EXHIBIT 1 FCC TECHNICAL SPECIFICATIONS ..........................................................66
EXHIBIT 2 PROGRAMMING ..........................................................................................69
EXHIBIT 3 FREE DROPS AND SERVICE TO PUBLIC BUILDINGS AND
SCHOOLS .............................................................................................70
EXHIBIT 4 GROSS ANNUAL REVENUES REPORTING FORM ..................................71
EXHIBIT 5 207 CMR 10.00 ..............................................................................................72
EXHIBIT 6 FCC CUSTOMER SERVICE OBLIGATIONS ..............................................75
EXHIBIT 7 CABLE DIVISION FORM 500 ......................................................................77
SIGNATURE PAGE...........................................................................................................78
-Town of Lexington Cable Television Renewal License-
September 1, 2014 – August 31, 2024
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AGREEMENT
This Cable Television Renewal License entered into this 25th day of August, 2014, by and
between Comcast of Massachusetts III, Inc. (“Comcast”) and the Board of Selectmen of the
Town of Lexington, Massachusetts, as Issuing Authority for the grant of the cable television
license(s) pursuant to M.G.L. c. 166A.
WITNESSETH
WHEREAS, the Issuing Authority of the Town of Lexington, Massachusetts, pursuant to
M.G.L. c. 166A, is authorized to grant one or more non-exclusive cable television licenses to
construct, operate and maintain a Cable Television System within the Town of Lexington; and
WHERAS, the Issuing Authority conducted a public ascertainment hearing on January 26,
2012; and
WHEREAS, the Issuing Authority and Comcast did engage in good faith negotiations to
further clarify said proposal and did agree on proposals for Comcast to continue to operate and
maintain a Cable Television System in the Town of Lexington.
NOW THEREFORE, in consideration of the mutual covenants herein contained and
intending to be legally bound, the parties agree as follows:
-Town of Lexington Cable Television Renewal License-
September 1, 2014 – August 31, 2024
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ARTICLE 1
DEFINITIONS
Section 1.1 - DEFINITIONS
For the purpose of this Renewal License, the following words, terms, phrases and their
derivations shall have the meanings given herein, unless the context clearly requires a different
meaning. When not inconsistent with the context, the masculine pronoun includes the feminine
pronoun, 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. The
word shall is always mandatory and not merely discretionary.
(1) Access: The right or ability of any Lexington resident and/or any Persons affiliated with a
Lexington institution to use designated Public, Educational and Government (“PEG”) facilities,
equipment and/or channels of the Cable Television System in Lexington, subject to the
conditions and procedures established for such use.
(2) Access Channel: A video channel which the Licensee owns and shall make available,
without charge to the Town, and controlled by the Town and/or its designee(s), for the purpose
of transmitting non-commercial programming by members of the public, Town departments and
agencies, public schools, educational, institutional and similar organizations.
(3) Access Corporation: The entity, designated by the Issuing Authority of the Town of
Lexington from time to time, for the purpose of staffing, operating and managing the use of
public, educational and governmental access funding, equipment and channels on the Cable
Television System.
(4) Affiliate or Affiliated Person: When used in relation to any Person, means another
Person who owns or controls, is owned or controlled by, or is under common ownership or
control with, such Person.
(5) Basic Cable Service or Basic Service: Any service tier which includes the retransmission
of local television broadcast Signals.
(6) CMR: The Code of Massachusetts Regulations.
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(7) Cable Communications Act (the "Cable Act"): Public Law No. 98-549, 98 Stat. 2779
(1984) (the Cable Communications Policy Act of 1984), as amended by Public Law No. 102-
385, 106 Stat. 1460 (1992) (the Cable Television Consumer Protection and Competition Act of
1992), and as further amended by Public Law No. 104-458, 110 Stat. 110 (1996) (the
Telecommunications Act of 1996).
(8) Cable Division: The Cable Television Division of the Massachusetts Department of
Telecommunications and Cable.
(9) Cable Service: The one-way transmission to Subscribers of Video Programming or other
Programming services, together with Subscriber interaction, if any, which is required for the
selection of such Video Programming or other Programming services, which the Licensee may
make available to all Subscribers generally.
(10) Cable Television System or Cable System: Cable Television System or Cable 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 Service which includes video
programming and which is provided to multiple Subscribers within the Town, but such term does
not include (A) a facility that serves only to retransmit the television signals of one or more
television broadcast stations; (B) a facility that serves Subscribers without using any public right-
of-way; (C) a facility of a common carrier which is subject, in whole or in part, to the provisions
of Title II of the Cable Act, except that such facility shall be considered a cable system (other
than for purposes of section 621(c) of the Cable Act) to the extent such facility is used in the
transmission of video programming directly to Subscribers, unless the extent of such use is
solely to provide interactive on-demand services; (D) an open video system that complies with
section 653 of the Communications Act; or (E) any facilities of any electric utility used solely for
operating its electric utility systems.
(11) Commercial Subscriber: A commercial, non-residential Subscriber to Cable Service.
(12) Complaint: Any written or verbal contact with the Licensee in connection with
subscription in which a Person expresses dissatisfaction with an act, omission, product or service
that is (1) within the Licensee’s control, and (2) requires a corrective measure on the part of the
Licensee.
(13) Converter: A device that plugs into a Subscriber’s equipment that enables Subscribers
to obtain the Licensee’s Signals.
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September 1, 2014 – August 31, 2024
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(14) Communications Advisory Committee (“CAC”): The Town’s cable advisory committee
appointed by the Issuing Authority as its primary designee on Cable Television matters and, in
the absence of explicit language to the contrary in any Town cable television license or any
applicable statute, regulations, etc., the Town entity authorized to act on behalf of the Issuing
Authority with regard to any Town Cable Television license.
(15) Department of Public Works ("DPW"): The Department of Public Works of the Town of
Lexington, Massachusetts.
(16) Downstream Channel: A channel over which Signals travel from the Cable System
Headend or Hub-Site to an authorized recipient of Programming.
(17) Drop or Cable Drop: The cable that connects an Outlet to the Cable System.
(18) Educational Access Channel: A specific channel(s) on the Cable System made available
by the Licensee to Lexington educational institutions and/or educators wishing to present non-
commercial educational programming and information to the public and managed and operated
by the Issuing Authority or its designee(s).
(19) Effective Date of Renewal License (the "Effective Date"): September 1, 2014.
(20) FCC: The Federal Communications Commission, or any successor agency.
(21) Government Access Channel: A specific channel(s) on the Cable System made available
by the Licensee to the Issuing Authority and/or its designees for the presentation of non-
commercial programming and/or information to the public and managed and operated by the
Issuing Authority or its designee(s).
(22) Gross Annual Revenues: All revenues derived by the Licensee and/or its Affiliates,
calculated in accordance with Generally Accepted Accounting Principles (“GAAP”), from the
operation of the Cable Television System for the provision of Cable Service(s) over the Cable
Television System including, without limitation: the distribution of any Service over the Cable
System; Basic Service monthly fees and all other Service fees; any and all Cable Service fees
and/or charges received from Subscribers; installation, reconnection, downgrade, upgrade and
any similar fees; all digital Cable Service revenues; interest collected on Subscriber fees and/or
charges; fees paid on all Subscriber fees (“Fee-on-Fee”); all Commercial Subscriber revenues; all
Pay Cable, Pay-Per-View revenues; any other services now or in the future deemed to be lawful
for purposes of computing Gross Annual Revenues by a court or forum of appropriate
jurisdiction; video-on-demand Cable Services; fees paid for channels designated for commercial
use; home-shopping revenues; Converter, remote control and other cable-related equipment
rentals and/or leases and/or sales; and advertising revenues. In the event that an Affiliate and/or
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September 1, 2014 – August 31, 2024
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any other Person is responsible for advertising, advertising revenues shall be deemed to be the
pro-rata portion of advertising revenues, paid to the Cable System by an Affiliate or such other
Person for said Affiliate's or other Person's use of the Cable System for the carriage of
advertising. Gross Annual Revenues shall also include the gross revenue of any other Person
which is received directly or indirectly from or in connection with the operation of the Cable
System to the extent that said revenue is received, through a means which has the effect of
avoiding payment of License Fees to the Town that would otherwise be paid herein. It is the
intention of the parties hereto that Gross Annual Revenues shall only include such revenue of
such Affiliates and/or Persons relating to Signal carriage over the Cable System and not the gross
revenues of any such Affiliate(s) and/or Person(s) itself, where unrelated to such Signal carriage.
Gross Annual Revenues shall not include actual bad debt that is written off, consistent with
GAAP; provided, however, that all or any part of any such actual bad debt that is written off, but
subsequently collected, shall be included in Gross Annual Revenues in the period so collected.
(23) Headend: The electronic control center of the Cable System containing equipment that
receives, amplifies, filters and converts incoming Signals for distribution over the Cable System.
(24) Issuing Authority: The Board of Selectmen of the Town of Lexington, Massachusetts.
(25) Leased Channel or Leased Access: A video channel which the Licensee shall make
available pursuant to Section 612 of the Cable Act.
(26) License Fee or Franchise Fee: The payments to be made by the Licensee to the Town of
Lexington and/or its designee(s), which shall have the meaning as set forth in Section 622(g) of
the Cable Act and M.G.L. Chapter 166A.
(27) Licensee: Comcast of Massachusetts III, Inc., or any successor or transferee in
accordance with the terms and conditions in the Renewal License.
(28) Origination Capability or Origination Point: An activated connection to an Upstream
Channel, allowing a User(s) to transmit a Signal(s) upstream to a designated location.
(29) Outlet: An interior or exterior receptacle, generally mounted in a wall that connects a
Subscriber's or User's television set to the Cable System.
(30) Pay Cable or Premium Services: Programming delivered for a fee or charge to
Subscribers on a per-channel or group-of-channels basis.
(31) Pay-Per-View: Programming delivered for a fee or charge to Subscribers on a per-
program or per-event basis.
(32) Pedestal: An environmental protection unit used in housing Cable Television System
isolation units and/or distribution amplifiers.
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(33) PEG: The acronym for "public, educational and governmental," used in conjunction
with Access Channels, support and facilities.
(34) PEG Access Channels: Any channel(s) made available for the presentation of PEG
Access Programming and managed and operated by the Issuing Authority and/or its designee(s).
(35) Person: Any corporation, partnership, limited partnership, association, trust,
organization, other business entity, or individual.
(36) Prime Rate: The prime rate of interest, at the Federal Reserve Bank.
(37) Public Access Channel: A specific channel(s) on the Cable System made available by
the Licensee for the use of Lexington residents and/or organizations wishing to present non-
commercial programming and/or information to the public and managed and operated by the
Issuing Authority and/or its designee(s).
(38) Public Way or Street: The surface of, as well as the spaces above and below, any and all
public streets, avenues, highways, boulevards, concourses, driveways, bridges, tunnels, parks,
parkways, waterways, bulkheads, piers, dedicated public utility easements, and public grounds or
waters and all other publicly owned real property within or belonging to the Town, now or
hereafter existing. Reference herein to "Public Way" or "Street" shall not be construed to be a
representation or guarantee by the Town that its property rights are sufficient to permit its use for
any purpose, or that the Licensee shall gain or be permitted to exercise any rights to use property
in the Town greater than those already possessed by the Town.
(39) Renewal License: The non-exclusive Cable Television Renewal License granted to the
Licensee by this instrument.
(40) Scrambling/encoding: The electronic distortion of a Signal(s) in order to render it
unintelligible or unreceivable without the use of a Converter or other decoding device.
(41) Signal: Any transmission of electromagnetic or optical energy which carries
Programming from one location to another.
(42) State: The Commonwealth of Massachusetts.
(43) Subscriber: Any Person, firm, corporation or other entity, located in Lexington, who or
which elects to subscribe to, for any purpose, a Cable Service provided by the Licensee by means
of, or in connection with, the Cable Television System.
(44) Subscriber Network: The bi-directional network to be owned and operated by the
Licensee, over which Signals can be transmitted to Subscribers, and which meets the
requirements of Section 3.1 infra.
(45) Town: The Town of Lexington, Massachusetts.
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(46) Town Counsel: The Town Counsel of the Town of Lexington, Massachusetts.
(47) Trunk and Distribution System: That portion of the Cable System for the delivery of
Signals, but not including Drop cables to Subscriber's residences.
(48) Upstream Channel: A channel over which Signals travel from an authorized location to
the Cable System Headend.
(49) User: A Person utilizing the Cable Television System, including all related facilities for
purposes of production and/or transmission of electronic or other Signals as opposed to
utilization solely as a Subscriber.
(50) Video Programming or Programming: Programming provided by, or generally
considered comparable to programming provided by, a television broadcast station or cable
network.
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ARTICLE 2
GRANT OF RENEWAL LICENSE
Section 2.1 - GRANT OF RENEWAL LICENSE
(a) Pursuant to the authority of Chapter 166A of the General Laws of the Commonwealth of
Massachusetts, and subject to the terms and conditions set forth herein, the Board of Selectmen
of the Town of Lexington, Massachusetts, as the Issuing Authority of the Town, hereby grants a
non-exclusive Cable Television Renewal License to the Licensee authorizing the Licensee to
continue to operate and maintain a Cable Television System within the corporate limits of the
Town of Lexington.
(b) This Renewal License is subject to the terms and conditions contained in Chapter 166A
of the laws of Massachusetts, as amended; the regulations of the FCC; the Cable Act; and all
Town, State and federal statutes and by-laws of general application.
(c) Subject to the terms and conditions herein, the Issuing Authority hereby grants to the
Licensee the right to continue to operate and maintain a Cable Television System in, under, over,
along, across or upon the Streets, lanes, avenues, alleys, sidewalks, bridges, highways and other
public places under the jurisdiction of the Town of Lexington within the municipal boundaries
and subsequent additions thereto, including property over, under or on which the Town has an
easement or right-of-way, for the purpose of reception, transmission, collection, amplification,
origination, distribution, and/or redistribution of Signals in accordance with the laws of the
United States of America, the Commonwealth of Massachusetts and the Town of Lexington. In
exercising rights pursuant to this Renewal License, the Licensee shall not endanger or
unreasonably interfere with the lives of Persons, with any installations of the Town, any public
utility serving the Town or any other Persons permitted to use Public Ways and places.
(d) Grant of this Renewal License does not establish priority for use over other present or
future permit holders or the Town's own use of Public Ways and places. Disputes between the
Licensee and other parties regarding use of Public Ways and places shall be resolved in
accordance with any applicable, lawful regulations of the Department of Public Works ("DPW")
and any lawful special laws or Town by-laws enacted hereafter.
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Section 2.2 - TERM OF RENEWAL LICENSE
The term of this Renewal License shall be a ten (10) year period from the Effective Date and
expiring on August 31, 2024, unless sooner terminated as provided herein or surrendered.
Section 2.3 - NON-EXCLUSIVITY OF RENEWAL LICENSE
(a) This Renewal License shall not affect the right of the Issuing Authority to grant to any
other Person a license or right to occupy or use the streets, or portions thereof, for the
construction, upgrade, installation, operation or maintenance of a cable television system within
the Town; or the right of the Issuing Authority to permit the use of the Public Ways and places of
the Town for any purpose whatsoever. The Licensee hereby acknowledges the Issuing
Authority’s right to make such grants and permit such uses.
(b) The grant of any additional cable television license(s) shall not be on terms more
favorable or less burdensome than those contained in this Renewal License.
(i) In the event that the Licensee believes that any additional cable television license(s)
have been granted on terms and conditions more favorable or less burdensome than those
contained in this Renewal License, the Licensee may request, in writing, that the Issuing
Authority convene a public hearing on that issue. Along with said written request, the Licensee
shall provide the Issuing Authority with written reasons for its belief. At the public hearing, the
Issuing Authority shall afford the Licensee an opportunity to demonstrate that any such
additional cable television license(s) are on terms more favorable or less burdensome than those
contained in this Renewal License. The Licensee shall provide the Issuing Authority with such
financial or other relevant information as is requested.
(ii) Should the Licensee demonstrate that any such additional cable television license(s)
have been granted on terms and conditions more favorable or less burdensome than those
contained in this Renewal License, the Issuing Authority shall consider and negotiate, in good
faith, equitable amendments to this Renewal License.
(c) The issuance of additional license(s) shall be subject to applicable federal law(s), M.G.L.
Chapter 166A and applicable regulations promulgated thereunder.
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Section 2.4 - POLICE AND REGULATORY POWERS
By executing the Renewal License, the Licensee acknowledges that its rights are subject to
the powers of the Town to adopt and enforce general by-laws necessary to the safety and welfare
of the public. The Licensee shall comply with all applicable State and Town laws, by-laws, rules,
and regulations governing construction within a Public Way and shall apply all of such standards
to construction within a private way in the Town. Any conflict between the terms of the Renewal
License and any present or future lawful exercise of the Town's police and regulatory powers
shall be resolved in a court of appropriate jurisdiction.
Section 2.5 - REMOVAL OR ABANDONMENT
Upon termination of the Renewal License by passage of time or otherwise, and unless (1) the
Licensee has its license renewed for another term or (2) the Licensee transfers the Cable
Television System to a transferee approved by the Issuing Authority, pursuant to applicable law ,
the Licensee shall remove all of its supporting structures, poles, Trunk and Distribution System,
and all other appurtenances from the Public Ways and places and shall restore all areas to their
original condition. If such removal is not complete within six (6) months after such termination,
the Issuing Authority may deem any property not removed as having been abandoned and may
dispose of, and/or utilize, any such property in any way or manner it deems appropriate.
Section 2.6 - TRANSFER OF THE RENEWAL LICENSE
(a) Neither this Renewal License, nor control thereof, shall be transferred, assigned or disposed
of in any manner, voluntarily or involuntarily, directly or indirectly, or by transfer of control of
any Person, company and/or other entity holding such Renewal License to any other Person,
company and/or other entity, without the prior written consent of the Issuing Authority, which
consent shall not be arbitrarily or unreasonably withheld or delayed. Such consent shall be given
only after a public hearing upon a written application therefore on forms as may be prescribed by
the Cable Division and/or the FCC. An application for consent to a transfer or assignment, if
required, shall be signed by the Licensee and by the proposed transferee or assignee or by their
representatives, evidence of whose authority shall be submitted with the application.
(b) Pursuant to applicable federal and State law(s), in considering a request to transfer control
of the Renewal License, the Issuing Authority may consider such factors as the transferee's
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September 1, 2014 – August 31, 2024
16
financial capability, management experience, technical expertise, legal ability to operate the
Cable System under the existing license and any other criteria allowable under such applicable
law(s) and/or regulation(s).
(c) For purposes of this Section 2.6, the word “control” shall comply with the definition of
such in 207 CMR 4.01, as may be amended from time to time. Pursuant to 207 CMR 4.01(2), a
transfer or assignment of this Renewal License or control thereof between commonly controlled
entities, between affiliated companies, or between parent and subsidiary corporations, shall not
constitute a transfer or assignment of this Renewal License or control thereof under M.G.L. c.
166A, Section 7. For purposes of this Section 2.6(c) only, under 207 CMR 4.00, an “affiliated
company” is any Person or entity that directly or indirectly, or through one or more
intermediaries, controls, is controlled by, or is under common control with another Person or
entity.
(d) The consent or approval of the Issuing Authority to any assignment or transfer of the
Renewal License granted to the Licensee shall not constitute a waiver or release of the rights of
the Town in and to the streets and Public Ways or any other rights of the Town under the
Renewal License, and any such transfer shall, by its terms, be expressly subordinate to the terms
and conditions of this Renewal License.
(e) The Licensee shall promptly notify the Issuing Authority of any action requiring the
consent of the Issuing Authority pursuant to this Section 2.6.
(f) Subject to applicable law, the Licensee shall submit to the Issuing Authority an original and
five (5) copies, unless otherwise required, of the application and FCC Form 394 requesting such
transfer or assignment consent.
(g) The consent of the Issuing Authority shall be given only after a public hearing to consider
the written application for transfer. Unless otherwise allowed by applicable law(s), the Issuing
Authority shall make a decision on said written application within 120 days of receipt of said
application. After 120 days, the application shall be deemed approved.
(h) Any proposed controlling or owning Person or transferee approved by the Issuing Authority
shall be subject to all of the terms and conditions contained in the Renewal License.
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Section 2.7 - EFFECT OF UNAUTHORIZED TRANSFER ACTION
(a) Any transfer of the Cable System without complying with Section 2.6 above shall be null
and void, and shall be deemed a material breach of this Renewal License.
(b) If the Issuing Authority denies its consent to any such action and a transfer has
nevertheless been effected, the Issuing Authority may revoke and terminate the Renewal
License.
(c) The grant or waiver of any one or more of such consents shall not render unnecessary
any subsequent consent or consents, nor shall the grant of any such consent constitute a waiver
of any other rights of the Town.
-Town of Lexington Cable Television Renewal License-
September 1, 2014 – August 31, 2024
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ARTICLE 3
CABLE SYSTEM DESIGN
Section 3.1 - SUBSCRIBER NETWORK
(a) The Licensee shall continue to own, operate, maintain, and make available to all
residents of the Town, a minimum seven hundred fifty Megahertz (750 MHz) Subscriber
Network. Said Cable System shall be fully capable of carrying at least seventy-eight (78) video
channels in the downstream direction.
(b) Concurrent with the provision of Service to any Subscriber and/or User the Licensee
shall install, and maintain throughout the term of the Renewal License, standby power at its
Headend facility. Such standby power shall provide continuous capability, contingent upon the
availability of fuel necessary to operate the standby generators, and shall become automatically
activated upon the failure of the Licensee's normal power supply.
(c) The Licensee shall transmit all of its Signals to Lexington Subscribers in stereo, provided
that such Signals are available and furnished to the Licensee in stereo.
Section 3.2 - COMMUNICATIONS TECHNOLOGY FUNDING
(a) For the entire term of this Renewal License, the Licensee shall continue to provide annual
payments of $17,606.00 to the Issuing Authority as Communications Technology Funding.
These payments shall be made no later than November 30th of each year of this Renewal License
for the following year. The first payment shall be made no later than November 30, 2014 for the
period covering September 1, 2014 through August 31, 2015. The last payment shall be made no
later than November 30, 2023 for the period covering September 1, 2023 through August 31,
2024.
(b) Under no circumstances shall said $17,606.00 be counted against (i) the five percent (5%)
of Gross Annual Revenues funding pursuant to Section 6.4 infra and/or the .35% of Gross
Annual Revenues funding payable to the Issuing Authority pursuant to Section 7.2 infra.
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Section 3.3 - PARENTAL CONTROL CAPABILITY
The Licensee shall provide, upon request, Subscribers with the capability to control the
reception of any channels being received on their television sets. Pursuant to applicable law(s),
the Licensee shall provide annual notices to Subscribers regarding such capability.
Section 3.4 - EMERGENCY ALERT OVERRIDE CAPACITY
The Subscriber network shall comply with the FCC’s Emergency Alert System (EAS)
regulations.
Section 3.5 - SYSTEM TECHNICAL SPECIFICATIONS
The Cable Television System, pursuant to Section 3.1 herein, shall conform to the FCC
technical specifications contained in Exhibit 1 attached hereto and made a part hereof. At all
times throughout the Renewal License, the Licensee shall meet all applicable FCC technical
standards.
-Town of Lexington Cable Television Renewal License-
September 1, 2014 – August 31, 2024
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ARTICLE 4
CABLE SYSTEM LOCATION AND OPERATIONAL STANDARDS
Section 4.1 - AREA TO BE SERVED
(a) The area to be served is the entire Town of Lexington.
(b) The Licensee's Cable Service shall be available to all residences and non-commercial
buildings in the Town, unless legally prevented from doing so by factors outside of the
Licensee's control, including, but not limited to, denial of access by owners of private property or
Multiple Dwelling Units (“MDU”). The Licensee shall make its best efforts to obtain rights-of-
way and MDU access agreements in the Town in order to make Cable Service(s) available to all
residents.
(c) Installation costs shall be non-discriminatory. Any dwelling unit within one hundred fifty
feet (150 ft.) aerial or one hundred twenty-five feet (125 ft.) underground of the cable plant shall
be entitled to a standard installation rate, unless the sub-surface is a hard surface or requires
boring through rock or a similar hard surface (i.e. concrete, asphalt, etc.). Underground
installations of more than one hundred twenty-five feet (125 ft.), and which involve a hard
surface or which requires boring, shall be provided at a rate based on the Licensee’s actual costs
plus a reasonable rate of return. For underground installations more than one hundred and
twenty-five feet (125 ft.), not involving a hard surface or boring, the first one hundred twenty-
five feet (125 ft.) shall be at the standard installation rate. For aerial installations more than one
hundred and fifty feet (150 ft.), the first one hundred fifty feet (150 ft.) shall be at the standard
installation rate.
Section 4.2 - LOCATION OF THE CABLE TELEVISION SYSTEM
The Licensee shall continue to operate and maintain the Cable Television System within the
Town of Lexington. Poles, towers and other obstructions shall be erected so as not to interfere
with vehicular or pedestrian traffic over Public Ways and places. The erection and location of all
poles, towers and other obstructions shall be in accordance with all applicable and lawful local
laws and regulations.
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September 1, 2014 – August 31, 2024
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Section 4.3 - UNDERGROUND FACILITIES
(a) In the areas of the Town in which telephone lines and electric utility lines are currently, or
in the future specified to be, underground, whether required by law or not, all of the Licensee's
lines, cables and wires shall be underground. At such time as these facilities are placed
underground by the telephone and electric utility companies at their sole cost and expense or are
required to be placed underground by the Town at the sole cost and expense of such telephone
and electric utility companies, the Licensee shall place its facilities underground at no cost to the
Town.
(b) Pursuant to Section 4.3 (a) above, underground cable lines shall be placed beneath the
pavement subgrade in compliance with applicable Town by-laws, rules, regulations and/or
standards. It is the policy of the Town that existing poles for electric and communication
purposes shall be utilized wherever possible and that underground installation is preferable to the
placement of additional poles.
Section 4.4 - TREE TRIMMING
In the installation of amplifiers, poles, other appliances or equipment and in stringing of
cables and/or wires as authorized herein, the Licensee shall avoid all unnecessary damage and/or
injury to any and all shade and ornamental trees in and along the streets, alleys, Public Ways and
places, and private property in the Town. The Licensee shall be subject to M.G.L. Chapter 87
and shall comply with all lawful rules established by the Issuing Authority during the term of the
Renewal License. All tree and/or root trimming and/or pruning provided for herein shall be done
pursuant to appropriate regulations of the Town. The Licensee may not trim and/or prune any
trees belonging to the Town without the advance notification of the DPW.
Section 4.5 - RESTORATION TO PRIOR CONDITION
Whenever the Licensee takes up or disturbs any pavement, sidewalk or other improvement of
any Public Way or public place, the same shall be replaced and the surface restored in as good
condition as before entry as soon as practicable. If the Licensee fails to make such restoration
within a reasonable time, the Issuing Authority may fix a reasonable time for such restoration
and repairs and shall notify the Licensee in writing of the restoration and repairs required and the
time fixed for performance thereof. Upon failure of the Licensee to comply within the specified
time period, the Issuing Authority may cause proper restoration and repairs to be made and the
-Town of Lexington Cable Television Renewal License-
September 1, 2014 – August 31, 2024
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reasonable expense of such work shall be paid by the Licensee upon demand by the Issuing
Authority.
Section 4.6 - TEMPORARY RELOCATION
The Licensee shall temporarily raise or lower its wires or other equipment upon the
reasonable request of any Person, including without limitation, a Person holding a building
moving permit issued by the Town. The expense of such raising or lowering shall be paid in
accordance with applicable law(s). The Licensee shall be given reasonable notice necessary to
maintain continuity of service.
Section 4.7 - DISCONNECTION AND RELOCATION
The Licensee shall, pursuant to applicable law(s), protect, support, temporarily disconnect,
relocate in the same street or other Public Way and place, or remove from any street or any other
Public Ways and places, any of its property as required by the Issuing Authority or its
designee(s) by reason of traffic conditions, public safety, street construction, change or
establishment of street grade, or the construction of any public improvement or structure by any
Town department acting in a governmental capacity.
Section 4.8 - SAFETY STANDARDS
The Licensee shall continue to construct, install, operate, maintain and remove the Cable
Television System in conformance with applicable provisions of the Occupational Safety and
Health Administration regulations, the Massachusetts Electrical Code, the National Electrical
Code, the National Electrical Safety Code, the rules and regulations of the Cable Division and
the FCC, all State and lawful local laws, any other lawful, applicable regulations, and all land use
restrictions as the same exist or may be amended hereafter.
Section 4.9 - PEDESTALS
In any cases in which pedestals housing active and passive devices are to be utilized, in
Town Public Ways or within the Town public lay-out, such equipment must be installed in
accordance with applicable DPW regulations; provided, however, that the Licensee may place
such devices (amplifiers, line extenders, power supplies, etc.) in a low-profile electronic control
box at Town-approved locations to be determined when the Licensee applies for a permit. All
-Town of Lexington Cable Television Renewal License-
September 1, 2014 – August 31, 2024
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such pedestal locations shall be shown on the Cable System maps submitted to the Town in
accordance with Section 4.12 infra. If required by applicable regulations and/or local by-laws,
abutters shall be notified of such new pedestals and given an opportunity to comment prior to
any approval by the Town.
Section 4.10 - PRIVATE PROPERTY
The Licensee shall be subject to all laws, by-laws or regulations regarding private property in
the course of constructing, upgrading, installing, operating and maintaining the Cable Television
System in the Town. The Licensee shall promptly repair or replace all private property, to its
previous condition, real and personal, damaged or destroyed as a result of the construction,
upgrade, installation, operation or maintenance of the Cable Television System at its sole cost
and expense.
Section 4.11 - RIGHT TO INSPECTION OF SYSTEM
(a) The Issuing Authority or its designee(s) shall have the right to inspect the Cable System
and to make such tests as it shall reasonably deem necessary to ensure compliance with the terms
and conditions of the Renewal License and all other applicable law. Any such inspection shall
not interfere with the Licensee's operations, except in emergency situations.
(b) Any tests conducted by the Issuing Authority or its designee(s) shall be at the sole cost
and expense of the Town and shall have the prior written approval of the Licensee. Unless
otherwise mutually agreed upon, the Town shall give reasonable prior notification to the
Licensee of its intention to conduct any testing. The Licensee shall be afforded the opportunity to
be present during all such testing.
Section 4.12 - CABLE SYSTEM MAPS
Upon written request of the Issuing Authority, the Licensee shall file with the Issuing
Authority or its designee strand maps of the Cable System plant. If changes are made in the
Cable System that affect the accuracy of said strand maps, upon request, and no more than once
annually, the Licensee shall file updated strand maps not later than forty-five (45) days after any
such request.
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September 1, 2014 – August 31, 2024
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Section 4.13 - SERVICE INTERRUPTION
Except where there exists an emergency situation necessitating a more expeditious
procedure, the Licensee may interrupt Service for the purpose of repairing or testing the Cable
Television System only during periods of minimum use and, if practical, only after a minimum
of forty-eight (48) hours notice to all affected Subscribers.
Section 4.14 - COMMERCIAL ESTABLISHMENTS
The Licensee shall be required to make Cable Service(s) available to any commercial
establishments in the Town provided that said establishment(s) agrees to pay for construction,
installation and monthly subscription costs as established by the Licensee.
Section 4.15 - SERVICE OUTAGE NOTIFICATION
Upon written request of the Issuing Authority, the Licensee shall provide to the Issuing
Authority an explanation of any service outages of twenty-four (24) or more hours in duration in
the Town.
Section 4.16 - DIG SAFE
The Licensee shall comply with all applicable "dig-safe" provisions, pursuant to M.G.L.
Chapter 82, Section 40.
-Town of Lexington Cable Television Renewal License-
September 1, 2014 – August 31, 2024
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ARTICLE 5
SERVICES AND PROGRAMMING
Section 5.1 - BASIC SERVICE
The Licensee shall make available to all Lexington Subscribers a Basic Service pursuant to
applicable federal statute or regulation.
Section 5.2 - PROGRAMMING
(a) Pursuant to Section 624 of the Cable Act, the Licensee shall maintain the mix, quality
and broad categories of Programming set forth in Exhibit 2, attached hereto and made a part
hereof. Pursuant to applicable federal law, all Programming decisions are at the sole discretion of
the Licensee, which Programming may be subject to change from time to time.
(b) Pursuant to the rules and regulations of the Cable Division, the Licensee shall provide
the Issuing Authority and all Subscribers with notice of its intent to substantially change the
Lexington Programming line-up at least thirty (30) days before any such change is to take place.
(c) To the extent that the Licensee scrambles or otherwise encodes, in any manner or form
(1) any off-the-air Signals or (2) any of the PEG Access Channels, it shall do so in a manner that
is consistent with applicable law and regulation. For purposes of this Section 5.2 (c), "off-the-air
Signals" shall mean any local broadcast television Signals received at the Licensee's Headend
without the aid of any intervening relay device or receiving dishes.
Section 5.3 - LEASED CHANNELS FOR COMMERCIAL USE
Pursuant to Section 612(b)(1)(B) of the Cable Act, the Licensee shall make available channel
capacity for commercial use by Persons unaffiliated with the Licensee.
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Section 5.4 - RECORDING OF CABLE SIGNALS
(a) In accordance with applicable law, in order that Subscribers to the Cable Television System
have the capability to simultaneously view and record multiple channels, the Licensee shall make
available to any Subscriber, upon request and at a cost, equipment which will allow subscribers
to record and view simultaneously any channel(s) capable of being received by such subscriber’s
television set and/or recording device.
(b) The Licensee reserves its right to Scramble or otherwise encode any cable channel(s), as is
reasonably necessary, in the Licensee's judgment, to protect the Licensee from unauthorized
reception of its Signals, in accordance with applicable law(s).
Section 5.5 - CONTINUITY OF SERVICE
It shall be the right of all Subscribers to receive Cable Service insofar as their financial and
other obligations to the Licensee are honored; provided, however, that the Licensee shall have no
obligation to provide Cable Service to any Person who or which the Licensee has a reasonable
basis to believe is utilizing an unauthorized Converter and/or is otherwise obtaining any Cable
Service without required payment thereof. The Licensee shall ensure that all Subscribers receive
continuous, uninterrupted Cable Service, except for necessary Service interruptions or as a result
of Cable System or equipment failures. When necessary, non-routine Cable Service interruptions
can be anticipated, the Licensee shall notify Subscribers of such interruption(s) in advance.
Section 5.6 - DROPS & MONTHLY SERVICE TO PUBLIC BUILDINGS AND SCHOOLS
(a) Pursuant to M.G.L. 166A, Subsection 5(e), the Licensee shall provide, install and maintain
a free Subscriber Cable Drop and/or Outlet—one per building—and its monthly Basic Service, to
all police and fire stations, public libraries and other public buildings as included in Exhibit 3,
and any other public buildings located along the Licensee’s cable routes as designated in writing
by the Issuing Authority. The Licensee shall coordinate the location of each Drop and/or Outlet
with each of the aforementioned institutions newly receiving Service. There shall be no costs to
the Town and/or any designated institution for the installation and provision of said monthly
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September 1, 2014 – August 31, 2024
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Basic Cable Service and related maintenance. The Licensee shall supply one (1) non-addressable
Converter for each Drop and/or Outlet if required for the reception of the Basic Service.
(b) The Licensee shall install any such Drop and/or Outlet within sixty (60) days of any such
request(s) from the Issuing Authority, weather conditions permitting, at the Licensee's sole cost
and expense. The exact locations of said Drops and/or Outlets shall be designated in advance by
the Issuing Authority or its designee(s).
-Town of Lexington Cable Television Renewal License-
September 1, 2014 – August 31, 2024
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ARTICLE 6
PUBLIC, EDUCATIONAL AND GOVERNMENTAL ACCESS FACILITIES AND
SUPPORT
Section 6.1 - PEG ACCESS PROGRAMMING
The Town, or an Access Corporation designated by the Issuing Authority, shall be responsible
for the provision of public, educational and governmental ("PEG") Access Programming to
Subscribers, pursuant to the provisions of this Article 6 herein.
Section 6.2 - PEG ACCESS CORPORATION
The Access Corporation shall provide services to public, educational and governmental
(“PEG”) Access Users and the Town as follows:
(1) Schedule, operate and program the PEG Access Channels provided in accordance with
Section 6.3 herein;
(2) Manage annual funding, pursuant to Section 6.4 herein;
(3) Operate and maintain a PEG Access studio, and purchase and/or lease equipment, with
the funds allocated for such purposes in Section 6.4 herein;
(4) Conduct training programs in the skills necessary to produce quality PEG Access
programming;
(5) Provide technical assistance, pre-production services, post-production services and
production services to PEG Access Users, using Access Corporation staff and volunteers;
(6) Establish rules, procedures and guidelines for use of the PEG Access Channels;
(7) Produce or assist Users in the production of original, non-commercial Video
Programming of interest to Subscribers and focusing on Town issues, events and
activities; and
(8) Accomplish such other tasks relating to the operation, scheduling and/or management of
PEG Access Channels, facilities and equipment as appropriate and necessary.
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September 1, 2014 – August 31, 2024
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Section 6.3 - PEG ACCESS CHANNELS
(a) The Licensee shall make available to the Issuing Authority and/or its designee(s) three
(3) full-time Downstream Channels for PEG Access Programming on the Subscriber Network.
(b) The Issuing Authority and/or the Access Corporation shall have the right to utilize and
program a fourth PEG Access Channel. In order to obtain use of said fourth PEG Access
Channel, the Issuing Authority shall write to the Licensee, stating that the three (3) PEG Access
Channels are being programmed with original, non-duplicative, local programming eighty
percent (80%) of the available cablecast hours during a two (2) month period, excluding alpha-
numeric “bulletin-board” type programming. The Issuing Authority shall include program logs
and/or other records verifying such usage during said two (2) month time period. For purposes of
this Section 6.3(b), “available cablecast hours” shall mean the hours of 5:00 PM to 10:00 PM.
The Licensee shall make its best efforts to make such fourth PEG Access Channel available
within ninety (90) days of the Issuing Authority confirming PEG Access channel usage as
specified herein, but shall, in any case, make such fourth PEG Access Channel available to the
Issuing Authority and/or the Access Corporation within one hundred and twenty (120) days of
such Issuing Authority confirmation of usage.
(c) Said PEG Access Channels shall be used to transmit PEG Access Programming to
Subscribers, without charge to the Issuing Authority, the Town, and/or the Access Corporation
shall be subject to the control and management of the Issuing Authority and/or the Access
Corporation.
(d) Except as required by applicable law, rule or regulation, the Licensee shall employ its
best efforts to use Channels 8, 9, and 99 on the Subscriber Network as the channel locations of
the PEG Access Downstream Channels. The Licensee shall not change said channel locations,
without the advance, written notice to the Issuing Authority and the Access Corporation.
Section 6.4 - PEG ACCESS FUNDING
(a) The Licensee shall provide funding for PEG Access purposes to the Issuing Authority, or
if the Issuing Authority shall so designate, to the Access Corporation, equal to five percent (5%)
of the Licensee's Gross Annual Revenues, as defined in Section 1.1(22) supra, payable on a
quarterly basis, less applicable fees but including the .35% to be paid to the Town in accordance
with Section 7.2 infra.
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(b) Said payments shall be made directly to the Issuing Authority, or if the Issuing Authority
shall so designate in writing, to the Access Corporation on the following quarterly basis: (i) on or
before May 15th of each year of this Renewal License for the previous (3) month period of
January, February and March; (ii) on or before August 15th of each year of this Renewal License
for the previous three (3) month period of April, May and June; (iii) on or before November 15th
of each year of this Renewal License for the previous three (3) month period of July, August and
September; and (iv) on or before February 15th of each year of this Renewal License for the
previous three (3) month period of October, November and December.
(i) The first 5% payment under this Renewal License shall be made on or before
November 15, 2014 for the previous period from the Effective Date through September 30, 2014.
(ii) Subsequent 5% payments under this Renewal License shall be made on the dates in
paragraph (a) above.
(c) The Licensee shall file with each of said five percent (5%) quarterly payments a statement
certified by an authorized representative of the Licensee documenting, in reasonable detail, the
total of all Gross Annual Revenues of the Licensee during the preceding three (3) month
reporting period(s), as well as a completed Gross Annual Revenues Reporting Form,
substantially consistent with the form attached hereto as Exhibit 4. If the Licensee's quarterly
payments to the Issuing Authority and/or the Access Corporation were less than five percent
(5%) of the Licensee’s Gross Annual Revenues for the reporting period, the Licensee shall pay
any balance due to the Issuing Authority and/or the Access Corporation no later than the
quarterly payment subsequent to the discovery of such underpayment. Said statement shall list all
of the general categories comprising Gross Annual Revenues as defined in Section 1.1(23) supra.
(d) In no case shall said five percent (5%) payment(s) include (i) the Communications
Technology Funding in Section 3.2 supra. Said five percent (5%) payments shall be considered a
Franchise Fee, unless otherwise provided for by applicable law.
(e) In the event that the PEG Access Funding payments herein required are not tendered on or
before the dates fixed in paragraph (a) above, interest due on such fee shall accrue from the date
due at the rate of two percent (2%) above the Prime Rate, on the last day of business of the prior
month. Any such late payments to the pursuant to this Section 6.4(d) shall not be deemed to be
part of the funding to be paid to the Issuing Authority and/or the Access Corporation pursuant to
this Section 6.4 and shall be within the exclusion to the term "franchise fee" for requirements
incidental to enforcing the Renewal License pursuant to Section 622(g)(2)(D) of the Cable Act.
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Section 6.5 - PEG ACCESS CHANNELS MAINTENANCE
The Licensee shall monitor the PEG Access Channels for technical quality and shall ensure
that they are maintained at standards commensurate with those which apply to the Cable
System's commercial channels, provided, however, that the Licensee is not responsible for the
production quality of PEG Access Programming production. The Issuing Authority or its
designee(s) shall be responsible for the picture quality of all PEG Access Programming.
Section 6.6 - PEG ACCESS CABLECASTING
(a) In order that the Issuing Authority and/or its designee(s) can cablecast its Programming
over the PEG Access Downstream Channels, all PEG programming shall be modulated, then
transmitted from the PEG Access studio to the Licensee’s Cable System Headend, on upstream
bandwidth made available, without charge, to the Town and/or the Access Corporation for their
use. The PEG Access studio is presently located at 1001 Main Campus Drive, Kline Hall,
Lexington, MA 02421.
(b) The Licensee shall provide the Issuing Authority and/or the Access Corporation with the
capability to ensure that said PEG Access Programming is properly switched, either manually or
electronically, to the appropriate PEG Access Downstream Channel, in an efficient and timely
manner. At the Headend, said PEG Access Programming shall be retransmitted in the
downstream direction on one of the PEG Access Downstream Channels. The Licensee shall not
charge the Issuing Authority and/or the Access Corporation for such switching responsibility.
The Licensee and the Issuing Authority shall negotiate in good faith any difficulties that arise
regarding cablecasting of PEG Access Programming.
(c) The Licensee shall own, maintain, repair and/or replace any Headend Signal processing
equipment. The Issuing Authority, its designee(s) and/or the Access Corporation shall own,
maintain, repair and/or replace studio or portable modulators and demodulators. Unless
otherwise agreed to, the demarcation point between the Licensee’s equipment and/or the Town’s
or the Access Corporation’s equipment shall be at the output of the Access Corporation’s
distribution amplifier.
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Section 6.7 - ACCESS CORPORATION STUDIO RELOCATION
In order that the Issuing Authority and/or its designee(s) can cablecast PEG Access
Programming over the PEG Access Downstream Channels from a relocated PEG Access studio,
the Licensee shall provide Origination Capability to such relocated PEG Access studio as
follows:
(a) No later than August 31, 2022, the Issuing Authority may request, in writing, that the
Licensee provide Origination Capability to a relocated PEG Access studio in Lexington.
(b) The Licensee shall provide a written estimate of the cost of providing such Origination
Capability to the Issuing Authority within forty-five (45) days of receipt of such written request
from the Issuing Authority.
(c) The Issuing Authority and the Licensee shall subsequently discuss such written estimate in
a timely manner. If the parties agree upon a cost for such relocation costs, the Issuing Authority
shall issue a written authorization to the Licensee to proceed with such relocation.
(d) The Licensee shall be responsible for a total of Ten Thousand Dollars ($10,000.00) for such
Origination Capability relocation costs; any relocation costs in excess of said $10,000.00 shall be
paid by the Issuing Authority and/or the Access Corporation.
(e) The Licensee shall construct and activate such Origination Capability to the relocated PEG
Access studio within twelve (12) months of the Issuing Authority’s written authorization to do
so.
Section 6.8 - CENSORSHIP
The Licensee shall not engage in any program censorship or any other control of the content
of the PEG Access Programming on the Cable System, except as otherwise required or permitted
by applicable law.
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Section 6.9 - PEG ACCESS PROGRAMMING COSTS
There shall be no charges to the Issuing Authority, the Town, the Access Corporation and/or
PEG Access Users for use of the PEG Access Channels and/or services required herein.
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September 1, 2014 – August 31, 2024
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ARTICLE 7
LICENSE FEES
Section 7.1 - LICENSE FEE PAYMENTS
(a) The Licensee shall pay to the Town, throughout the term of the Renewal License, an
annual License Fee in the amount of fifty cents ($.50) per Subscriber per year, or such other
amount as may be permitted by applicable law(s). Said License Fee payment shall be made to the
Town on or before March 15th of each year of the Renewal License.
(b) The Licensee shall not be liable for a total financial commitment pursuant to this
Renewal License and applicable law in excess of five percent (5%) of its Gross Annual
Revenues; provided, however, that said five percent (5%) shall include the following: (i) the
Technology Initiatives Funding pursuant to Section 7.2 below; (ii) PEG Access Funding
pursuant to Section 6.4 supra and (iii) any License Fees that may be payable to the Town, the
State and/or the FCC; provided however, that said five percent 5% shall not include the
following: (i) the Communications Technology Funding pursuant to Section 3.2 supra; (ii) the
$10,000.00 for Origination Capability relocation costs pursuant to Section 6.7 supra; (iii) any
interest due herein to the Town because of late payments; (iv) the costs related to any liquidated
damages pursuant to Section 11.2 infra; and (v) any payments, expenses, or replenishment of the
Performance Bond made to cure any deficiencies and/or to reimburse the Town.
(c) In the event that the License Fees required herein are not tendered on or before the dates
fixed in paragraph (a) above, interest due on such fee shall accrue from the date due at rate of
two percent (2%) above the Prime Rate. Any payments to the Town pursuant to this Section 7.1
shall not be deemed to be part of the License Fees to be paid to the Town pursuant to Section 7.1
and shall be within the exclusion to the term "franchise fee" for requirements incidental to
enforcing the Renewal License pursuant to §622(g)(2)(D) of the Cable Act.
Section 7.2 - TECHNOLOGY INITIATIVES FUNDING
The Licensee shall provide funding to the Issuing Authority for technology initiatives equal
to thirty-five hundredths of one percent (0.35%) of the Licensee's Gross Annual Revenues, as
defined in Section 1.1(22) supra, payable on the same quarterly basis as that required in Section
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6.4(b) supra. Said 0.35% funding shall be included in the 5% funding provided pursuant to
Section 6.4(a) supra and shall not be in addition to said 5%.
Section 7.3 - RECOMPUTATION
(a) Tender or acceptance of any payment shall not be construed as an accord that the amount
paid pursuant to this Renewal License is correct, nor shall such acceptance of payment be
construed as a release of any claim that the Issuing Authority may have, including interest,
pursuant to Section 6.4 and/or Section 7.1 supra. All amounts paid shall be subject to audit and
recomputation by the Issuing Authority, which shall be based on the Licensee's fiscal year and
shall occur in no event later than two (2) years after the License Fees are tendered with respect to
such fiscal year.
(b) If the Issuing Authority has reason to believe that any such payment(s) are incorrect, the
Licensee shall have thirty (30) days to provide the Issuing Authority with additional information
documenting and verifying the accuracy of any such payment(s). In the event that the Issuing
Authority does not believe that such documentation supports the accuracy of such payment(s),
the Issuing Authority may conduct an audit of such payment(s). Upon reasonable written notice,
the Issuing Authority shall have the right to inspect any records relating to Gross Annual
Revenues, as defined herein, in order to establish the accuracy of any payments to the Issuing
Authority tendered hereunder.
(c) If, after such audit and recomputation, an additional fee is owed to the Issuing Authority,
such fee shall be paid within thirty (30) days after such audit and recomputation. The interest on
such additional fee shall be charged from the due date at the Prime Rate during the period that
such additional amount is owed. If, after such audit and recomputation, the Licensee has
overpaid, such overpayment shall be credited against the next required PEG Access payment to
the Issuing Authority, without interest charges of any kind.
Section 7.4 - OTHER PAYMENT OBLIGATIONS AND EXCLUSIONS
(a) The License Fee payments shall be in addition to and shall not constitute an offset or
credit against any and all taxes or other fees or charges of general applicability which the
Licensee and/or any Affiliated Person shall be required to pay to the Town, or to any State or
federal agency or authority, as required herein or by law; the payment of said taxes, fees or
charges shall not constitute a credit or offset against the License Fee payments all of which shall
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be separate and distinct obligations of the Licensee and each Affiliated Person. The Licensee
herein agrees that no such taxes, fees or charges shall be used as offsets or credits against the
License Fee payments, except as permitted by applicable law.
(b) In accordance with Section 622(h) of the Cable Act, nothing in the Cable Act or the
Renewal License shall be construed to limit any authority of the Issuing Authority to impose a
tax, fee or other assessment of any kind on any Person (other than the Licensee) with respect to
Cable Service or other communications Service provided by such Person over the Cable System
for which charges are assessed to Subscribers but not received by the Licensee. For any twelve
(12) month period, the fees paid by such Person with respect to any such Cable Service or any
other communications Service shall not exceed five percent (5%) of such Person's gross revenues
derived in such period from the provision of such service over the System.
Section 7.5 - AFFILIATES USE OF SYSTEM
Use of the Cable System by Affiliates shall be in compliance with applicable State and/or
federal laws, and shall not detract from Services provided to Lexington.
Section 7.6 - METHOD OF PAYMENT
All payments by the Licensee to the Town pursuant to the Renewal License shall be made
payable to the Town.
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ARTICLE 8
RATES AND CHARGES
Section 8.1 - RATE REGULATION
The Town reserves the right to regulate the Licensee's Basic Service rates and charges, and
the equipment needed to receive Basic Service, to the extent allowable under State and federal
laws.
Section 8.2 - NOTIFICATION OF RATES AND CHARGES
(a) In accordance with applicable law, the Licensee shall file with the Issuing Authority
schedules which shall describe all Services offered by the Licensee, all rates and charges of any
kind, and all terms or conditions relating thereto. Thirty (30) days prior to changing one of its
policies and/or practices regarding equipment, the Licensee shall notify, in writing, the Cable
Division, the Issuing Authority and all affected Subscribers of the change, including a
description of the changed policy and/or practice, in a typeface that can be easily read and
understood by Subscribers.
(b) At the time of initial solicitation or installation of Service, the Licensee shall also provide
each Subscriber with an explanation of downgrade and upgrade policies and the manner in which
Subscribers may terminate cable service. Subscribers shall have at least thirty (30) days prior to
the effective date of any rate increase to either downgrade service or terminate service altogether
without any charge. Change of service policies shall be in compliance with 207 CMR 10.00 et
seq., attached as Exhibit 5.
Section 8.3 - PUBLICATION AND NON-DISCRIMINATION
All rates for Subscriber services shall be published. A written schedule of all rates shall be
available upon request during business hours at the Licensee's business office. Nothing in the
Renewal License shall be construed to prohibit the reduction or waiver of charges in conjunction
with promotional campaigns for the purpose of attracting or maintaining subscribers.
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Section 8.4 - CREDIT FOR SERVICE INTERRUPTION
Pursuant to M.G.L. 166A §5 (c), in the event that Service to any Subscriber is interrupted for
twenty four (24) or more consecutive hours, the Licensee shall grant such Subscriber a pro-rata
credit or rebate.
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ARTICLE 9
INSURANCE AND BONDS
Section 9.1 - INSURANCE
At all times during the term of the Renewal License, including the time for removal of
facilities provided for herein, the Licensee shall obtain, pay all premiums for, and, upon written
request, file with the Issuing Authority, copies of the certificates of insurance for the following
policies:
(1) A general comprehensive liability policy naming the Town, its officers, boards,
commissions, agents and employees as additional insureds on all claims on account of injury to
or death of a person or persons occasioned by the construction, installation, maintenance or
operation of the Cable System or alleged to have been so occasioned, with a minimum liability
of One Million Dollars ($1,000,000.00) for injury or death to any one person in any one
occurrence and a Five Million Dollar ($5,000,000.00) umbrella policy for injury or death to two
(2) or more persons in any one occurrence.
(2) A property damage insurance policy naming the Town, its officers, boards, commissions,
agents and employees as additional insureds and save them harmless from any and all claims of
property damage, real or personal, occasioned or alleged to have been so occasioned by the
construction, installation, maintenance or operation of the Cable Television System, with a
minimum liability of One Million Dollars ($1,000,000.00) for damage to the property of any one
person in any one occurrence and a Five Million Dollar ($5,000,000.00) umbrella policy for
damage to the property of two (2) or more persons in any one occurrence.
(3) Automobile liability insurance for owned automobiles and trucks, non-owned
automobiles and trucks and/or rented automobiles and trucks in the amount of:
(a) One Million Dollars ($1,000,000.00) for bodily injury and consequent death
per occurrence;
(b) One Million Dollars ($1,000,000.00) for bodily injury and consequent death to
any one person; an
(c) Five Hundred Thousand Dollars ($500,000.00) for property damage per
occurrence.
(4) Worker's Compensation in the minimum amount of the statutory limit.
(5) The following conditions shall apply to the insurance policies required herein:
(a) Such insurance shall commence no later than the Effective Date of this
Renewal License.
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(b) Such insurance shall be primary with respect to any insurance maintained by
the Town and shall not call on the Town's insurance for contributions.
(c) Such insurance shall be obtained from brokers or carriers authorized to
transact insurance business in the State.
(d) The Licensee's failure to obtain to procure or maintain the required insurance
shall constitute a material breach of the Renewal License under which the Town may
immediately suspend operations under the Renewal License.
Section 9.2 - PERFORMANCE BOND
(a) The Licensee shall maintain at its sole cost and expense throughout the term of the
Renewal License, including the time for removal of all of the facilities provided for herein, a
faithful performance bond running to the Town, with good and sufficient surety licensed to do
business in the State in the sum of Seventy Five Thousand Dollars ($75,000.00). Said bond shall
be conditioned upon the faithful performance and discharge of all of the obligations imposed by
this Renewal License.
(b) The performance bond shall be effective throughout the term of the Renewal License,
including the time for removal of all of the facilities provided for herein, and shall be
conditioned that in the event that the Licensee shall fail to comply with any one or more
provisions of the Renewal License, the Town shall recover from the surety of such bond all
damages suffered by the Town as a result thereof, pursuant to the provisions of Sections 11.1 and
11.2 infra.
(c) Said bond shall be a continuing obligation of the Renewal License, and thereafter until
the Licensee has satisfied all of its obligations to the Town that may have arisen from the grant
of the Renewal License or from the exercise of any privilege herein granted. In the event that the
Town recovers from said surety, the Licensee shall take immediate steps to reinstate the
performance bond to the appropriate amount required herein. Neither this section, nor any bond
accepted pursuant thereto, nor any damages recovered thereunder shall limit the liability of the
Licensee under the Renewal License.
Section 9.3 - REPORTING
Upon the written request of the Issuing Authority, the Licensee shall submit to the Issuing
Authority, or its designee, copies of all current certificates regarding (i) all insurance policies as
required herein, and (ii) the performance bond as required herein.
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Section 9.4 - INDEMNIFICATION
The Licensee shall, at its sole cost and expense, indemnify and hold harmless the Issuing
Authority, the Town, its officials, boards, commissions, committees, agents and/or employees
against all claims for damage due to the actions of the Licensee, its employees, officers or agents
arising out of the construction, installation, maintenance, operation, and/or removal of the Cable
Television System under the Renewal License, including without limitation, damage to Persons
or property, both real and personal, caused by the maintenance, operation, and/or removal of any
structure, equipment, wire or cable installed. Indemnified expenses shall include all reasonable
attorneys' fees and costs incurred up to such time that the Licensee assumes defense of any
action hereunder. The Issuing Authority shall give the Licensee written notice of its obligation to
indemnify and defend the Issuing Authority within ten (10) business days of receipt of a claim or
action pursuant to this section.
Section 9.5 - NOTICE OF CANCELLATION OR REDUCTION OF COVERAGE
(a) The insurance policies and performance bond required herein shall each contain an
explicit endorsement stating that such insurance policies, and performance bond are intended to
cover the liability assumed by the Licensee under the terms of the Renewal License and shall
contain the following endorsement:
It is hereby understood and agreed that this policy (or performance bond)
shall not be cancelled, materially changed or the amount of coverage thereof reduced
until thirty (30) days after receipt by the Issuing Authority by certified mail of one (1)
copy of a written notice of such intent to cancel, materially change or reduce the
coverage required herein.
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ARTICLE 10
ADMINISTRATION AND REGULATION
Section 10.1 - REGULATORY AUTHORITY
The Issuing Authority and/or its designee shall be responsible for the day to day regulation of
the Cable Television System. The Issuing Authority and/or its designee shall monitor and
enforce the Licensee's compliance with the terms and conditions of this Renewal License. The
Issuing Authority shall notify the Licensee in writing of any instance of non-compliance
pursuant to Section 11.1 infra.
Section 10.2 - PERFORMANCE EVALUATION HEARINGS
(a) The Issuing Authority may hold a performance evaluation hearing in each year of the
Renewal License, conducted by the Issuing Authority and/or its designee(s). All such evaluation
hearings shall be open to the public. The purpose of said evaluation hearing shall be to, among
other things, (i) review the Licensee's compliance with the terms and conditions of the Renewal
License, with emphasis on PEG Access Channels, facilities and support, customer service and
Complaint response and (ii) hear comments, suggestions and/or Complaints from the public.
(b) The Issuing Authority and/or its designees shall have the right to question the Licensee
on any aspect of the Renewal License including, but not limited to, the maintenance, operation
and/or removal of the Cable Television System. During review and evaluation by the Issuing
Authority, the Licensee shall fully cooperate with the Issuing Authority and/or its designee(s),
and produce such documents or other materials relevant to such review and evaluation as are
reasonably requested from the Town. Any Subscriber or other Person may submit comments
during such review hearing, either orally or in writing, and such comments shall be duly
considered by the Issuing Authority.
(c) Within sixty (60) days after the conclusion of such review hearing(s), the Issuing Authority
and/or its designee(s) shall issue a written report with respect to the Licensee’s compliance with
the Renewal License, and send one (1) copy to the Licensee and file one (1) copy with the Town
Clerk's Office. If noncompliance is found which could result in a violation of any of the
provisions of the Renewal License, the Licensee shall respond and propose a plan for
implementing any changes or improvements necessary, pursuant to Section 11.1 infra. Said
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report shall report on the Licensee’s compliance to the terms and conditions of this Renewal
License, as well.
Section 10.3 - NONDISCRIMINATION
The Licensee shall not discriminate against any Person in its solicitation, service or access
activities, if applicable, on the basis of race, color, creed, religion, ancestry, national origin,
geographical location within the Town, sex, sexual orientation, disability, age, marital status, or
status with regard to public assistance. The Licensee shall be subject to all other requirements of
federal and State laws or regulations, relating to nondiscrimination through the term of the
Renewal License. This Section 10.3 shall not affect the right of the Licensee to offer discounts.
Section 10.4 - EMERGENCY REMOVAL OF PLANT
If, at any time, in case of fire or disaster in the Town, it shall become necessary in the
reasonable judgment of the Issuing Authority or any designee(s), to cut or move any of the wires,
cables, amplifiers, appliances or appurtenances of the Cable Television System, the Town shall
have the right to do so without charges or costs to the Issuing Authority, the Town and/or its
designee(s).
Section 10.5 - REMOVAL AND RELOCATION
The Issuing Authority shall have the power at any time to order and require the Licensee to
remove or relocate any pole, wire, cable or other structure owned by the Licensee that is
dangerous to life or property. In the event that the Licensee, after notice, fails or refuses to act
within a reasonable time, the Issuing Authority shall have the power to remove or relocate the
same at the sole cost and expense of the Licensee. In such event, the Licensee shall reimburse the
Issuing Authority the cost and expense of such removal within thirty (30) days of submission of
a bill thereof.
Section 10.6 - JURISDICTION/VENUE
Jurisdiction and venue over any dispute, action or suit shall be in any court of appropriate
venue and subject matter jurisdiction located in the Commonwealth of Massachusetts and the
parties by the instrument subject themselves to the personal jurisdiction of said court for the
entry of any such judgment and for the resolution of any dispute, action, or suit.
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ARTICLE 11
DETERMINATION OF BREACH/LIQUIDATED DAMAGES/
LICENSE REVOCATION
Section 11.1 - DETERMINATION OF BREACH
In the event that the Issuing Authority has reason to believe that the Licensee has defaulted in
the performance of any or several provisions of the Renewal License, except as excused by Force
Majeure, the Issuing Authority shall notify the Licensee in writing, by certified mail, of the
provision or provisions which the Issuing Authority believes may have been in default and the
details relating thereto. The Licensee shall have thirty (30) days from the receipt of such notice
to:
(a) respond to the Issuing Authority in writing, contesting the Issuing Authority's
assertion of default and providing such information or documentation as may be
necessary to support the Licensee's position; or
(b) cure any such default (and provide written evidence of the same), or, in the event
that by nature of the default, such default cannot be cured within such thirty (30)
day period, to take reasonable steps to cure said default and diligently continue
such efforts until said default is cured. The Licensee shall report to the Issuing
Authority, in writing, by certified mail, at twenty-one (21) day intervals as to the
Licensee's efforts, indicating the steps taken by the Licensee to cure said default
and reporting the Licensee's progress until such default is cured.
(c) In the event that the Licensee fails to respond to such notice of default and to cure the
default or to take reasonable steps to cure the default within the required thirty (30) day period,
the Issuing Authority or its designee shall promptly schedule a public hearing no sooner than
fourteen (14) days after written notice, by certified mail, to the Licensee. The Licensee shall be
provided reasonable opportunity to offer evidence and be heard at such public hearing.
(d) Within thirty (30) days after said public hearing, the Issuing Authority shall determine
whether or not the Licensee is in default of any provision of the Renewal License. In the event
that the Issuing Authority, after such hearings, determines that the Licensee is in such default, the
Issuing Authority may determine to pursue any of the following remedies:
(i) Seek specific performance of any provision in the Renewal License that
reasonably lends itself to such remedy as an alternative to damages;
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(ii) Assess liquidated damages in accordance with the schedule set forth in Section
11.2 below;
(iii) Commence an action at law for monetary damages;
(iv) Foreclose on all or any appropriate part of the security provided pursuant to
Sections 9.2 and 9.3 herein;
(v) Declare the Renewal License to be revoked subject to Section 11.3 below and
applicable law;
(vi) Invoke any other lawful remedy available to the Town.
Section 11.2 - LIQUIDATED DAMAGES
(a) For the violation of any of the following provisions of this Renewal License, liquidated
damages shall be paid by the Licensee to the Issuing Authority, subject to Section 11.1 above.
Any such liquidated damages shall be assessed as of the date that the Licensee received written
notice, by certified mail, of the provision or provisions which the Issuing Authority believes are
in default, provided that the Issuing Authority made a determination of default pursuant to
Section 11.1(d) above.
(1) For failure to fully activate, operate and maintain the Subscriber Network in
accordance with Section 3.1 herein, Five Hundred Dollars ($500.00) per day, for each
day that any such non-compliance continues.
(2) For failure to obtain the advance, written approval of the Issuing Authority for
any transfer of the Renewal License in accordance with Section 2.6 herein, Three
Hundred Dollars ($300.00) per day, for each day that any such non-compliance
continues.
(3) For failure to comply with the PEG Access provisions in accordance with the
timelines in Article 6 herein, Three Hundred Dollars ($300.00) per day, for each day that
any such non-compliance continues.
(4) For failure to comply with the technical standards, pursuant to Section 3.5 herein
and Exhibit 1 attached hereto, Two Hundred Dollars ($200.00) per day, for each day that
any such non-compliance continues.
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(5) For failure to comply with the FCC's Customer Service Obligations in accordance
with Section 12.5 infra, and Exhibit 6 attached hereto, One Hundred Dollars ($100.00)
per day that any such non-compliance continues.
(6) For failure to provide, install and/or fully activate the Subscriber Network Drops
and/or Outlets in accordance with Section 5.7 herein and/or Exhibit 3, One Hundred
Dollars ($100.00) per day that any of such Drops and/or Outlets are not provided,
installed and/or activated as required.
(b) Such liquidated damages shall not be a limitation upon any other provisions of this
Renewal License and applicable law, including revocation, or any other statutorily or judicially
imposed penalties or remedies.
(c) Each of the above-mentioned cases of non-compliance shall result in damage to the
Town, its residents, businesses and institutions, compensation for which will be difficult to
ascertain. The Licensee agrees that the liquidated damages in the amounts set forth above are fair
and reasonable compensation for such damage. The Licensee agrees that said foregoing amounts
are liquidated damages, not a penalty or forfeiture, and are within one or more exclusions to the
term "franchise fee" provided by Section 622(g)(2)(A)-(D) of the Cable Act.
Section 11.3 - REVOCATION OF THE RENEWAL LICENSE
To the extent permitted by applicable law, and in accordance with the provisions in Section
11.1 supra, in the event that the Licensee fails to comply with any material provision of the
Renewal License, the Issuing Authority may revoke the Renewal License granted herein.
Section 11.4 - TERMINATION
The termination of the Renewal License and the Licensee's rights herein shall become
effective upon the earliest to occur of: (i) the revocation of the Renewal License by action of the
Issuing Authority, pursuant to Section 11.1 and 11.3 above; (ii) the abandonment of the Cable
System, in whole or material part, by the Licensee without the express, prior approval of the
Issuing Authority or (iii) the expiration of the term of the Renewal License. In the event of any
termination, the Town shall have all of the rights provided in the Renewal License unless the
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Licensee is otherwise permitted to continue operating the Cable System pursuant to applicable
law(s).
Section 11.5 - NOTICE TO TOWN OF LEGAL ACTION
In the event that the Town or Licensee has reason to believe that the other party has acted, or
has failed to act, in such a manner as to give rise to a claim, in law or equity, against the other
party, and either the Town or the Licensee intends to take legal action, said party shall (i) give
the other party at least forty-five (45) days notice, unless, in good faith, time and events do not
allow for such a period, that an action will be filed, (ii) meet with the other party before filing
any such action, and (iii) discuss the issue, which is the subject of any proposed legal action, in
good faith with the other party.
Section 11.6 - NON-EXCLUSIVITY OF REMEDY
No decision by the Issuing Authority or the Town to invoke any remedy under the Renewal
License or under any statute, law or by-law shall preclude the availability of any other such
remedy.
Section 11.7 - NO WAIVER-CUMULATIVE REMEDIES
(a) No failure on the part of the Town to exercise, and no delay in exercising, any right in
the Renewal License shall operate as a waiver thereof, nor shall any single or partial exercise of
any such right preclude any other right, all subject to the conditions and limitations contained in
the Renewal License.
(b) The rights and remedies provided herein are cumulative and not exclusive of any
remedies provided by law, and nothing contained in the Renewal License shall impair any of the
rights of the Town under applicable law, subject in each case to the terms and conditions in the
Renewal License.
(c) No waiver of, nor failure to exercise any right or remedy by the Issuing Authority, the
Town or the Licensee at any one time shall affect the exercise of such right or remedy or any
other right or remedy by the Town at any other time. In order for any waiver of the Issuing
Authority, Town or the Licensee to be effective, it shall be in writing.
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(d) The failure of the Issuing Authority or the Town to take any action in the event of any
breach by the Licensee shall not be deemed or construed to constitute a waiver of or otherwise
affect the right of the Issuing Authority or the Town to take any action permitted by this Renewal
License at any other time in the event that such breach has not been cured, or with respect to any
other breach by the Licensee.
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ARTICLE 12
SUBSCRIBER RIGHTS AND CONSUMER PROTECTION
Section 12.1 - PAYMENT CENTER
At all times during this Renewal License, the Licensee shall make reasonable efforts to provide
for a payment location, either third party or Licensee-managed, that is convenient to Lexington
Subscribers for the payment of bills.
Section 12.2 - TELEPHONE ACCESS
(a) The Licensee shall maintain sufficient customer service representatives to answer all
Subscriber calls, in compliance with the FCC's Customer Service Obligations at 47 C.F.R.
§76.309, attached hereto as Exhibit 6, during Normal Business Hours, as defined therein.
(b) The Licensee's main customer service office(s) shall have a publicly listed toll-free
telephone number for Lexington subscribers.
(c) Pursuant to 47 C.F.R. §76.309(c)(1)(B), under Normal Operating Conditions, as defined,
telephone answer time by a customer service representative, including wait time, shall not
exceed thirty (30) seconds when the connection is made. If the call needs to be transferred,
transfer time shall not exceed thirty (30) seconds. Said standards shall be met no less than ninety
(90) percent of the time under normal operating conditions, measured on a quarterly basis.
(d) A Subscriber shall receive a busy signal less than three (3%) of the time, measured on a
quarterly basis, under normal operating conditions.
(e) The Licensee shall not be required to acquire equipment or perform surveys to measure
compliance with the telephone answering standards above unless an historical record of
Complaints indicates a clear failure to comply.
Section 12.3 - CUSTOMER SERVICE CALL CENTER
(a) The Licensee shall maintain and operate a customer service call center twenty-four (24)
hours a day, seven (7) days a week, including holidays. The Licensee reserves the right to
modify its business operations with regard to such customer service call center. The Licensee
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shall comply with all State and federal requirements pertaining to the hours of operation of such
customer service call center.
(b) In the event that the Licensee does not maintain and operate its customer service call
centers twenty-four (24) hours a day, seven (7) days a week, the Licensee shall maintain a
telephone answering service to handle Subscriber inquiries, complaints and emergencies, and
provide proper referral regarding billing and other subscriber information. All such after-hours
calls shall be logged by the Licensee. Said answering service shall (i) forward all inquiries and/or
complaints to the Licensee the morning of the next business day and (ii) inform each Subscriber
calling that his or her complaint will be referred to the Licensee's Customer Service Department
for response. If requested, or reasonably warranted by the reported nature of the Subscriber's
problem or inquiry, the Licensee shall promptly contact each individual Subscriber to follow-up
on their individual problem and/or inquiry.
Section 12.4 - INSTALLATION VISITS-SERVICE CALLS-RESPONSE TIME
(a) Pursuant to applicable law, the Licensee shall provide Cable Service(s), for new aerial
installations, to Lexington residents who request Service within seven (7) days of said request, or
at such time as is mutually agreed-upon by the Licensee and said Subscriber. Underground
installations shall be completed as expeditiously as possible, weather permitting. In arranging
appointments for installation visits or service calls, the Licensee shall specify in advance whether
said installation visit or service call will occur in the morning or afternoon, or during a more
narrow time interval if possible. The Licensee shall also make reasonable efforts to install or
make service visits at times convenient to Subscribers, including times other than 9:00am to
5:00pm weekdays.
(b) For all requests for service or repair received during Normal Business Hours, the
Licensee shall handle them on the same day, if possible, provided that said service complaint or
request for service is received by 2:00 P.M.; provided, however, that in all instances, requests for
service calls shall be responded to within forty-eight (48) hours of said original call. Verification
of the problem and resolution shall occur as promptly as possible.
(c) A Subscriber Complaint or request for service received after Normal Business Hours,
pursuant to Section 12.2 above, shall be acted upon the next business day.
(d) The Licensee shall ensure that there are stand-by technicians on-call at all times after
Normal Business Hours. The answering service shall be required to notify the stand-by
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technician(s) of (i) any emergency situations, (ii) an unusual number of calls and/or (iii) a
number of similar complaint calls or a number of calls coming from the same area.
(e) System outages shall be responded to promptly by technical personnel. For purposes of
this Section 12.4(e), an outage shall be considered to occur when three (3) or more calls are
received from any one neighborhood within one (1) hour, concerning such an outage, or when
the Licensee has reason to know of such an outage.
(f) The Licensee shall remove all Subscriber Drop Cables, within fourteen (14) working
days of receiving a request from a Subscriber to do so.
Section 12.5 - FCC CUSTOMER SERVICE OBLIGATIONS
The Licensee shall comply with the FCC's Customer Service Obligations, as the same may
exist or as may be amended from time to time, codified at 47 U.S.C. Section 76, which standards
are attached hereto, and made a part hereof, as Exhibit 6.
Section 12.6 - BUSINESS PRACTICE STANDARDS
The Licensee shall provide the Issuing Authority, the Commission and all of its Subscribers,
the following information in accordance with 207 CMR 10.00 et seq., attached hereto as Exhibit
5 and made a part hereof, as the same may exist or as may be amended from time to time:
(i) Billing Practices Notice;
(ii) Services, Rates and Charges Notice;
(iii) Form of Bill;
(iv) Advance Billing and Issuance of Bills;
(v) Billing Due Dates, Delinquency, Late Charges and Termination of Service;
(vi) Charges for Disconnection or Downgrading of Service;
(vii) Billing Disputes; and
(viii) Security Deposits.
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Section 12.7 - COMPLAINT RESOLUTION PROCEDURES
(a) The Licensee shall establish a procedure for resolution of Complaints by Subscribers.
(b) Upon reasonable notice, the Licensee shall investigate and resolve all Complaints
regarding the quality of Service, equipment malfunctions and similar matters. In the event that a
Subscriber is aggrieved, the Issuing Authority or its designee(s) shall be responsible for receiving
and acting upon such Subscriber Complaints/inquiries, as follows:
(i) Upon the written request of the Issuing Authority or its designee(s), and subject to
applicable privacy laws, the Licensee shall, within ten (10) business days after receiving
such request, send a written report to the Issuing Authority with respect to any
Complaint. Such report shall provide a full explanation of the investigation, finding and
corrective steps taken by the Licensee.
(ii) Should a Subscriber have an unresolved Complaint regarding cable television
operations, the Subscriber shall be entitled to file his or her Complaint with the Issuing
Authority or its designee(s), who shall have primary responsibility for the continuing
administration of the Renewal License and the implementation of Complaint procedures.
Thereafter, if the Subscriber wishes to participate in further processing of the Complaint,
the Subscriber shall meet jointly in Lexington with the Issuing Authority or its
designee(s) and a representative of the Licensee, within thirty (30) days of the
Subscriber's filing of his or her Complaint, in order to fully discuss and attempt to resolve
such matter.
(c) Notwithstanding the foregoing, if the Issuing Authority or its designee(s) determines it to
be in the public interest, the Issuing Authority or its designee(s) may investigate any Complaints
or disputes brought by Subscribers arising from the operations of the Licensee.
Section 12.8 - REMOTE CONTROL AND CONVERTER DEVICES
Pursuant to applicable and federal law, the Licensee shall allow its Subscribers to purchase,
from legal and authorized parties other than the Licensee, own, utilize and program remote
control and/or converter devices that are compatible with the Converter(s) provided by the
Licensee. The Licensee takes no responsibility for changes in its equipment that might make
inoperable the remote control and/or converter devices acquired by Subscribers.
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Section 12.9 - LOSS OF SERVICE-SIGNAL QUALITY
The Licensee shall comply with all applicable FCC statutes, regulations and standards
relating to quality of the Signals transmitted over the Cable System. Upon a showing of a
number of complaints from Subscribers that indicates a general or area-wide Signal quality
problem concerning consistently poor or substandard Signal quality in the System, the Issuing
Authority shall provide the Licensee an opportunity to demonstrate that its Signals meet or
exceed FCC technical standards. In the event that the Licensee is unable to demonstrate such
compliance, the Issuing Authority shall, after giving the Licensee fourteen (14) days notice and
an opportunity to cure said deficiency, order the Licensee to correct said Signal quality
deficiencies, within fourteen (14) days of said order; provided, however, that the Licensee may
request additional time from the Issuing Authority in which to correct said deficiency, which
permission shall not be unreasonably denied. The Issuing Authority and the Licensee shall enter
into good faith discussions concerning possible remedies for consistent Signal degradation.
Section 12.10 - EMPLOYEE IDENTIFICATION CARDS
All of the Licensee's employees entering, or seeking entrance, upon private property, in
connection with the construction, installation, maintenance and/or operation of the Cable System,
including repair and sales personnel, shall be required to present or wear an employee
identification card issued by the Licensee and bearing a picture of said employee.
Section 12.11 - PROTECTION OF SUBSCRIBER PRIVACY
(a) The Licensee shall respect the rights of privacy of every Subscriber and/or User of the
Cable Television System and shall not violate such rights through the use of any device or Signal
associated with the Cable Television System, and as hereafter provided.
(b) The Licensee shall comply with all privacy provisions contained in this Article 12 and all
other applicable federal and State laws including, but not limited to, the provisions of Section
631 of the Cable Act.
(c) The Licensee shall be responsible for carrying out and enforcing the Cable System's
privacy policy, and shall at all times maintain adequate physical, technical and administrative
security safeguards to ensure that personal subscriber information is handled and protected
strictly in accordance with the policy.
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Section 12.12 - PRIVACY WRITTEN NOTICE
At the time of entering into an agreement to provide any Cable Service or other Service to a
Subscriber, and annually thereafter to all Cable System Subscribers, the Licensee shall provide
Subscribers with written notice, as required by Section 631(a)(1) of the Cable Act, which, at a
minimum, clearly and conspicuously explains the Licensee's practices regarding the collection,
retention, uses, and dissemination of personal subscriber information, and describing the
Licensee's policy for the protection of subscriber privacy.
Section 12.13 - MONITORING
(a) Unless otherwise required by court order, neither the Licensee nor its agents nor the
Town nor its agents shall tap, monitor, arrange for the tapping or monitoring, or permit any other
Person to tap or monitor, any cable, line, Signal, input device, or subscriber Outlet or receiver for
any purpose, without the prior written authorization of the affected Subscriber or User; provided,
however, that the Licensee may conduct system-wide or individually addressed "sweeps" solely
for the purpose of verifying System integrity, checking for illegal taps, connections or
Converters, controlling return-path transmission, billing for pay Services or monitoring channel
usage in a manner not inconsistent with the Cable Act. The Licensee shall report to the affected
parties and the Issuing Authority any instances of monitoring or tapping of the Cable Television
System, or any part thereof, of which it has knowledge, whether or not such activity has been
authorized by the Licensee, other than as permitted herein.
(b) The Licensee shall not record or retain any information transmitted between a Subscriber
or User and any third party, except as required for lawful business purposes. Pursuant to Section
631(e) of the Cable Act, the Licensee shall destroy personally identifiable information if the
information is no longer necessary for the purpose for which it was collected and there are no
pending requests or orders for access to such information pursuant to a request from a Subscriber
or pursuant to a court order.
Section 12.14 - DISTRIBUTION OF SUBSCRIBER INFORMATION
(a) The Licensee shall not disclose personally identifiable information concerning any
Subscriber without the prior written or electronic consent of the Subscriber concerned.
(b) The Licensee may disclose such information if the disclosure is:
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(i) necessary to render, or conduct a legitimate business activity related to, a Cable
Service or other service provided by the Licensee to the Subscriber; and/or
(ii) made pursuant to a court order authorizing such disclosure, if the Subscriber is
notified of such order by the person to whom the order is directed;
(iii) a disclosure of the names and addresses of Subscribers to any Cable Service or
other service, if (a) the Licensee has provided the Subscriber the opportunity to prohibit
or limit such disclosure, and (b) the disclosure does not reveal, directly or indirectly, the
(i) extent of any viewing or other use by the Subscriber of a Cable Service or other
service provided by the License, or (ii) the nature of the transaction made by the
Subscriber over the Cable System.
Section 12.15 - INFORMATION WITH RESPECT TO VIEWING HABITS AND
SUBSCRIPTION DECISIONS
Except as permitted by Section 631 of the Cable Act, neither the Licensee nor its agents nor
its employees shall make available to any third party, including the Town, information
concerning the viewing habits or subscription package decisions of any individual Subscriber. If
a court authorizes or orders such disclosure, the Licensee shall notify the Subscriber as soon as
practicable, unless such notification is otherwise prohibited by applicable law or the court.
Section 12.16 - SUBSCRIBER'S RIGHT TO INSPECT AND VERIFY INFORMATION
(a) The Licensee shall make available for inspection by a Subscriber at a reasonable time
and place all personal subscriber information that the Licensee maintains regarding said
Subscriber.
(b) A Subscriber may obtain from the Licensee a copy of any or all of the personal
subscriber information regarding him or her maintained by the Licensee. The Licensee may
require a reasonable fee for making said copy.
(c) A Subscriber or User may challenge the accuracy, completeness, retention, use or
dissemination of any item of personal subscriber information. Such challenges and related
inquiries about the handling of subscriber information shall be directed to the Licensee. The
Licensee shall change any such information upon a reasonable showing by any Subscriber that
such information is inaccurate.
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Section 12.17 - PRIVACY STANDARDS REVIEW
The Issuing Authority and the Licensee shall continually review this Article 12 to determine
that it effectively addresses appropriate concerns about privacy. The Article may be amended
periodically by agreement of the Issuing Authority and the Licensee.
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ARTICLE 13
REPORTS, AUDITS AND PERFORMANCE TESTS
Section 13.1 - GENERAL
(a) Upon the written request of the Issuing Authority, the Licensee shall promptly submit to
the Town any information which may be reasonably required to establish the Licensee's
compliance with its obligations pursuant to the Renewal License.
(b) If the Licensee believes that the documentation requested by the Issuing Authority
involves proprietary information, then the Licensee shall submit the information to its counsel,
who shall confer with the Town Counsel for a determination of the validity of the Licensee's
claim of a proprietary interest. In the event of a disagreement, the parties shall submit the matter
to the appropriate appellate entity.
Section 13.2 - FINANCIAL REPORTS
(a) No later than one hundred twenty (120) days after the end of the Licensee's fiscal year,
the Licensee shall furnish the Issuing Authority and/or its designee(s) with Cable Division Forms
200 showing a balance sheet sworn to by the Licensee's Chief Financial Officer. Said forms shall
contain such financial information as required by applicable law.
(b) The Licensee shall provide any other reports required by State and/or federal law.
Section 13.3 - CABLE SYSTEM INFORMATION
In accordance with applicable law, the Licensee shall file annually with the Issuing
Authority, a statistical summary of the operations of the Cable System. Said report shall include
(i) the number of Basic Service Subscribers, (ii) the number of dwelling units passed and (iii) the
number of plant miles completed.
Section 13.4 - IN-HOUSE TELEPHONE REPORTS
To establish the Licensee's compliance with the requirements of Sections 12.2 and 12.5 of this
Renewal License, the Licensee shall provide to the Issuing Authority, upon written request of the
Issuing Authority on a semi-annual basis, a report of regional telephone traffic, generated from
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an in-house automated call accounting or call tracking system, covering Subscriber calls to the
Licensee. Said reports shall include the following information and any other information that
may be required by applicable law(s): (i) confirmation that, under Normal Operating Conditions,
telephone answer time by a customer representative, including wait time, shall not exceed thirty
(30) seconds when the connection is made (which standard shall be met no less than ninety
percent (90%) of the time under Normal Operating Conditions, measured on a quarterly basis);
and (ii) confirmation that, under Normal Operating Conditions, the customer will receive a busy
signal less than three percent (3%) of the time.
Section 13.5 - SUBSCRIBER COMPLAINT REPORT
The Licensee shall submit a completed copy of Cable Division Form 500, attached hereto as
Exhibit 7, to the Issuing Authority, or its designee, as required by the Cable Division.
Section 13.6 - INDIVIDUAL COMPLAINT REPORTS
Subject to Section 12.7 supra, the Licensee shall, within ten (10) business days after
receiving a written request from the Town, send a written report to the Issuing Authority with
respect to any complaint. Such report shall provide a full explanation of the investigation,
finding(s) and corrective steps taken, as allowed by applicable law.
Section 13.7 - SEMI-ANNUAL PERFORMANCE TESTS
As required by applicable law(s) and/or regulation(s), the Licensee shall provide copies of
performance tests to the Issuing Authority in accordance with FCC regulations, as set out in 47
C.F.R. §76.601 et seq.
Section 13.8 - QUALITY OF SERVICE
(a) Where there exists evidence which, in the reasonable judgment of the Issuing Authority,
casts doubt upon the reliability or technical quality of Cable Service(s) on the Subscriber
Network, the Issuing Authority shall have the right and authority to require the Licensee to test,
analyze and report on the performance of the Cable System. The Issuing Authority shall cite
facts upon which such doubts are based, in a written notice to the Licensee. The Licensee shall
fully cooperate with the Issuing Authority in performing such testing and shall provide the
results in a written report, if requested, within thirty (30) days after notice for the same.
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(b) Said report shall include the following information:
(1) the nature of the complaint or problem that precipitated the special tests;
(2) the system component tested;
(3) the equipment used and procedures employed in testing;
(4) the method, if any, in which such complaint/problem was resolved; and
(5) any other information pertinent to said tests and analysis as required.
(c) At the conclusion of said thirty (30) day period, in the event that the Cable System fails to
meet the FCC's applicable technical standards, additional tests may be required by the Issuing
Authority, supervised by a professional engineer at terms satisfactory to both the Licensee and
the Issuing Authority. The Licensee shall pay for the costs of such engineer only if the tests
performed show that the quality of service is below the applicable standards set forth in Exhibit
1, attached hereto.
Section 13.9 - DUAL FILINGS
To the extent required by applicable law, either party shall notify the other of any petitions,
communications, and/or requests for waiver or advisory opinion with any State or federal agency
or commission pertaining to any material aspect of the Cable System operation hereunder,
subject to Section 13.1 above, and upon the other party’s written request, shall make available at
its own expense to the other party copies of any such petitions, communications or requests.
Section 13.10 - INVESTIGATION
Subject to applicable law and regulation, the Licensee and any Affiliated Person(s) shall
cooperate fully and faithfully with any lawful investigation, audit or inquiry conducted by a
Town governmental agency.
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ARTICLE 14
EMPLOYMENT
Section 14.1 - EQUAL EMPLOYMENT OPPORTUNITY
The Licensee is an Equal Opportunity Employer and shall comply with all applicable laws
and regulations with respect to Equal Employment Opportunities.
Section 14.2 - NON-DISCRIMINATION
The Licensee shall adhere to all federal and State laws prohibiting discrimination in
employment practices.
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ARTICLE 15
MISCELLANEOUS PROVISIONS
Section 15.1 - ENTIRE AGREEMENT
This instrument contains the entire agreement between the parties, supersedes all prior
agreements or proposals except as specifically incorporated herein, and cannot be changed orally
but only by an instrument in writing executed by the parties.
Section 15.2 - CAPTIONS
The captions to sections throughout the Renewal License are intended solely to facilitate
reading and reference to the sections and provisions of the Renewal License. Such captions shall
not affect the meaning or interpretation of the Renewal License.
Section 15.3 - SEPARABILITY
If any section, sentence, paragraph, term or provision of the Renewal License is determined
to be illegal, invalid or unconstitutional, by any court of competent jurisdiction or by any State or
federal regulatory agency having jurisdiction thereof, such determination shall have no effect on
the validity of any other section, sentence, paragraph, term or provision hereof, all of which shall
remain in full force and effect for the term of the Renewal License.
Section 15.4 - ACTS OR OMISSIONS OF AFFILIATES
During the term of the Renewal License, the Licensee shall be liable for the acts or omission
of its Affiliates while such Affiliates are involved directly or indirectly in the construction,
upgrade, installation, maintenance or operation of the Cable System as if the acts or omissions of
such Affiliates were the acts or omissions of the Licensee.
Section 15.5 - RENEWAL LICENSE EXHIBITS
The Exhibits to the Renewal License, attached hereto, and all portions thereof, are
incorporated herein by the reference and expressly made a part of the Renewal License.
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Section 15.6 - WARRANTIES
The Licensee warrants, represents and acknowledges that, as of the Effective Date of the
Renewal License:
(i) The Licensee is duly organized, validly existing and in good standing under the
laws of the State;
(ii) The Licensee has the requisite power and authority under applicable law and its
by-laws and articles of incorporation and/or other organizational documents, is
authorized by resolutions of its Board of Directors or other governing body, and has
secured all consents which are required to be obtained as of the Execution Date of the
Renewal License, to enter into and legally bind the Licensee to the Renewal License and
to take all actions necessary to perform all of its obligations pursuant to the Renewal
License;
(iii) The Renewal License is enforceable against the Licensee in accordance with the
provisions herein, subject to applicable State and federal law;
(iv) There are no actions or proceedings pending or threatened against the Licensee
that would interfere with its performance of the Renewal License; and
(v) Pursuant to Section 625(f) of the Cable Act, the performance of all terms and
conditions in the Renewal License is commercially practicable.
Section 15.7 - FORCE MAJEURE
If by reason of force majeure either party is unable in whole or in part to carry out its
obligations hereunder, said party shall not be deemed in violation or default during the
continuance of such inability. The term "force majeure" as used herein shall mean the following:
acts of God; acts of public enemies; orders of any kind of the government of the United States of
America or of the State or any of their departments, agencies, political subdivision, or officials,
or any civil or military authority; insurrections; riots; epidemics; landslides; lightening;
earthquakes; fires; hurricanes; volcanic activity; storms; floods; washouts; droughts; civil
disturbances; explosions; strikes; and unavailability of essential equipment, services and/or
materials and/or other matters beyond the control of the Issuing Authority, the Town or the
Licensee.
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Section 15.8 - REMOVAL OF ANTENNAS
The Licensee shall not remove any television antenna of any Subscriber but shall make
available to said Subscriber an adequate switching device to allow said Subscriber to choose
between cable and non-cable television reception.
Section 15.9 - SUBSCRIBER TELEVISION SETS
Pursuant to M.G.L. Chapter 166A, Section 5(d), the Licensee shall not engage directly or
indirectly in the business of selling or repairing television or radio sets; provided, however, that
the Licensee may make adjustments to television sets in the course of normal maintenance.
Section 15.10 - APPLICABILITY OF RENEWAL LICENSE
All of the provisions in the Renewal License shall apply to the Town, the Licensee, and their
respective successors and assignees.
Section 15.11 - NOTICES
(a) Every notice to be served upon the Issuing Authority shall be delivered, or sent by
certified mail (postage prepaid), or by overnight carrier to the Board of Selectmen, Town of
Lexington, Town Offices Building, 1625 Massachusetts Avenue, Lexington, Massachusetts
02420-3893, with one (1) copy to the Town Counsel, and one (1) copy to the CAC at the same
address, or such other address(es) as the Issuing Authority or its designee may specify in writing
to the Licensee. The delivery shall be equivalent to direct personal notice, direction or order, and
shall be deemed to have been given at the time of mailing.
(b) Every notice served upon the Licensee shall be delivered or sent by certified mail
(postage prepaid) by or overnight carrier to:
Comcast Cable Communications, Inc.
Attn: Government & Regulatory Affairs
55 Concord Street
North Reading, MA 01864
with copies to:
Comcast Cable Communications, Inc.
Attn: Vice President, Government Relations
676 Island Pond Road
Manchester, NH 03109
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Comcast Cable Communications, Inc.
Attn: Government Affairs
Comcast Center
1701 John F. Kennedy Boulevard
Philadelphia, PA 19103-2838
The delivery shall be equivalent to direct personal notice, direction or order, and shall be deemed
to have been given at the time of mailing.
(c) Whenever notice of any public hearing relating to the Cable System is required by law,
regulation or the Renewal License, the Licensee shall publish notice of the same, sufficient to
identify its time, place and purpose, in an Lexington newspaper of general circulation once in
each of two (2) successive weeks, the first publication being not less than fourteen (14) days
before the day of any such hearing.
(d) Subject to subsection (d) above, all required notices shall be in writing.
Section 15.12 - NO RECOURSE AGAINST THE ISSUING AUTHORITY
In accordance with Section 635A(a) of the Cable Act, the Licensee shall have no recourse
whatsoever against the Issuing Authority, the Town and/or its officials, boards, commissions,
committees, advisors, designees, agents, and/or its employees other than injunctive relief or
declaratory relief, arising out of any provision or requirements of the Renewal License or
because of enforcement of the Renewal License.
Section 15.13 - TOWN'S RIGHT OF INTERVENTION
The Town hereby reserves to itself, and the Licensee acknowledges the Town's right as
authorized by applicable law or regulation, to intervene in any suit, action or proceeding
involving the Renewal License, or any provision in the Renewal License.
Section 15.14 - TERM
All obligations of the Licensee and the Issuing Authority set forth in the Renewal License
shall commence upon the Effective Date of the Renewal License and shall continue for the term
of the Renewal License except as expressly provided for otherwise herein.
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EXHIBITS
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EXHIBIT 1
FCC TECHNICAL SPECIFICATIONS
TITLE 47—TELECOMMUNICATION
CHAPTER I--FEDERAL COMMUNICATIONS COMMISSION
PART 76--MULTICHANNEL VIDEO AND CABLE TELEVISION SERVICE
§ 76.605 Technical standards.
(a) As of December 30, 1992, unless otherwise noted, the following requirements apply to the performance of a
cable television system as measured at any subscriber terminal with a matched impedance at the termination point or
at the output of the modulating or processing equipment (generally the headend) of the cable television system or
otherwise as noted. The requirements are applicable to each NTSC or similar video downstream cable television
channel in the system:
(1)(i) The cable television channels delivered to the subscriber's terminal shall be capable of being received and
displayed by TV broadcast receivers used for off-the-air reception of TV broadcast signals, as authorized under part
73 of this chapter; and
(ii) Cable television systems shall transmit signals to subscriber premises equipment on frequencies in accordance
with the channel allocation plan set forth in the Electronics Industries Association's "Cable Television Channel
Identification Plan, EIA IS-132, May 1994" (EIA IS-132). This incorporation by reference was approved by the
Director of the Federal Register in accordance with 5 U.S.C. 522(a) and 1 CFR Part 51. Cable systems are required
to use this channel allocation plan for signals transmitted in the frequency range 54 MHz to 1002 MHz. This
incorporation by reference was approved by the Director of the Federal Register in accordance with 5 U.S.C. 522(a)
and 1 CFR Part 51. Copies of EIA IS-132 may be obtained from: Global Engineering Documents, 2805 McGraw
Ave., Irvine CA 92714. Copies of EIA IS-132 may be inspected during normal business hours at the following
locations: Federal Communications Commission, 1919 M Street, NW, Dockets Branch (Room 239), Washington,
DC, or the Office of the Federal Register, 800 North Capitol Street, NW., suite 700, Washington, DC. This
requirement is applicable on May 31, 1995, for new and re-built cable systems, and on June 30, 1997, for all cable
systems.
(2) The aural center frequency of the aural carrier must be 4.5 MHz ± 5 kHz above the frequency of the visual
carrier at the output of the modulating or processing equipment of a cable television system, and at the subscriber
terminal.
(3) The visual signal level, across a terminating impedance which correctly matches the internal impedance of the
cable system as viewed from the subscriber terminal, shall not be less than 1 millivolt across an internal impedance
of 75 ohms (0 dBmV). Additionally, as measured at the end of a 30 meter (100 foot) cable drop that is connected to
the subscriber tap, it shall not be less than 1.41 millivolts across an internal impedance of 75 ohms (+3 dBmV). (At
other impedance values, the minimum visual signal level, as viewed from the subscriber terminal, shall be the square
root of 0.0133 (Z) millivolts and, as measured at the end of a 30 meter (100 foot) cable drop that is connected to the
subscriber tap, shall be 2 times the square root of 0.00662(Z) millivolts, where Z is the appropriate impedance
value.)
(4) The visual signal level on each channel, as measured at the end of a 30 meter cable drop that is connected to the
subscriber tap, shall not vary more than 8 decibels within any six-month interval, which must include four tests
performed in six-hour increments during a 24-hour period in July or August and during a 24-hour period in January
or February, and shall be maintained within:
(i) 3 decibels (dB) of the visual signal level of any visual carrier within a 6 MHz nominal frequency separation;
(ii) 10 dB of the visual signal level on any other channel on a cable television system of up to 300 MHz of cable
distribution system upper frequency limit, with a 1 dB increase for each additional 100 MHz of cable distribution
system upper frequency limit (e.g., 11 dB for a system at 301-400 MHz; 12 dB for a system at 401-500 MHz, etc.);
and
(iii) A maximum level such that signal degradation due to overload in the subscriber's receiver or terminal does not
occur.
(5) The rms voltage of the aural signal shall be maintained between 10 and 17 decibels below the associated visual
signal level. This requirement must be met both at the subscriber terminal and at the output of the modulating and
processing equipment (generally the headend). For subscriber terminals that use equipment which modulate and
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remodulate the signal (e.g., baseband converters), the rms voltage of the aural signal shall be maintained between
6.5 and 17 decibels below the associated visual signal level at the subscriber terminal.
(6) The amplitude characteristic shall be within a range of ±2 decibels from 0.75 MHz to 5.0 MHz above the lower
boundary frequency of the cable television channel, referenced to the average of the highest and lowest amplitudes
within these frequency boundaries.
(i) Prior to December 30, 1999, the amplitude characteristic may be measured after a subscriber tap and before a
converter that is provided and maintained by the cable operator.
(ii) As of December 30, 1999, the amplitude characteristic shall be measured at the subscriber terminal.
(7) The ratio of RF visual signal level to system noise shall be as follows:
(i) From June 30, 1992, to June 30, 1993, shall not be less than 36 decibels.
(ii) From June 30, 1993 to June 30, 1995, shall not be less than 40 decibels.
(iii) As of June 30, 1995, shall not be less then 43 decibels.
(iv) For class I cable television channels, the requirements of paragraphs (a)(7)(i), (a)(7)(ii) and (a)(7)(iii) of this
section are applicable only to:
(A) Each signal which is delivered by a cable television system to subscribers within the predicted Grade B contour
for that signal;
(B) Each signal which is first picked up within its predicted Grade B contour;
(C) Each signal that is first received by the cable television system by direct video feed from a TV broadcast station,
a low power TV station, or a TV translator station.
(8) The ratio of visual signal level to the rms amplitude of any coherent disturbances such as intermodulation
products, second and third order distortions or discrete-frequency interfering signals not operating on proper offset
assignments shall be as follows:
(i) The ratio of visual signal level to coherent disturbances shall not be less than 51 decibels for noncoherent channel
cable television systems, when measured with modulated carriers and time averaged; and
(ii) The ratio of visual signal level to coherent disturbances which are frequency-coincident with the visual carrier
shall not be less than 47 decibels for coherent channel cable systems, when measured with modulated carriers and
time averaged.
(9) The terminal isolation provided to each subscriber terminal:
(i) Shall not be less than 18 decibels. In lieu of periodic testing, the cable operator may use specifications provided
by the manufacturer for the terminal isolation equipment to meet this standard; and
(ii) Shall be sufficient to prevent reflections caused by open-circuited or short-circuited subscriber terminals from
producing visible picture impairments at any other subscriber terminal.
(10) The peak-to-peak variation in visual signal level caused by undesired low frequency disturbances (hum or
repetitive transients) generated within the system, or by inadequate low frequency response, shall not exceed 3
percent of the visual signal level. Measurements made on a single channel using a single unmodulated carrier may
be used to demonstrate compliance with this parameter at each test location.
(11) As of June 30, 1995, the following requirements apply to the performance of the cable television system as
measured at the output of the modulating or processing equipment (generally the headend) of the system:
(i) The chrominance-luminance delay inequality (or chroma delay), which is the change in delay time of the
chrominance component of the signal relative to the luminance component, shall be within 170 nanoseconds.
(ii) The differential gain for the color subcarrier of the television signal, which is measured as the difference in
amplitude between the largest and smallest segments of the chrominance signal (divided by the largest and
expressed in percent), shall not exceed ±20%.
(iii) The differential phase for the color subcarrier of the television signal which is measured as the largest phase
difference in degrees between each segment of the chrominance signal and reference segment (the segment at the
blanking level of O IRE), shall not exceed ±10 degrees.
(12) As an exception to the general provision requiring measurements to be made at subscriber terminals, and
without regard to the type of signals carried by the cable television system, signal leakage from a cable television
system shall be measured in accordance with the procedures outlined in § 76.609(h) and shall be limited as follows:
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Frequencies
Signal
leakage
limit
(micro-volt/
meter)
Distance in
meters (m)
Less than and including 54 MHz, and over 216 MHz 15 30
Over 54 up to and including 216 MHz 20 3
(b) Cable television systems distributing signals by using methods such as nonconventional coaxial cable
techniques, noncoaxial copper cable techniques, specialized coaxial cable and fiber optical cable hybridization
techniques or specialized compression techniques or specialized receiving devices, and which, because of their basic
design, cannot comply with one or more of the technical standards set forth in paragraph (a) of this section, may be
permitted to operate: Provided, That an adequate showing is made pursuant to § 76.7 which establishes that the
public interest is benefited. In such instances, the Commission may prescribe special technical requirements to
ensure that subscribers to such systems are provided with an equivalent level of good quality service.
Note 1: Local franchising authorities of systems serving fewer than 1000 subscribers may adopt standards less
stringent than those in § 76.605(a). Any such agreement shall be reduced to writing and be associated with the
system's proof-of-performance records.
Note 2: For systems serving rural areas as defined in § 76.5, the system may negotiate with its local franchising
authority for standards less stringent than those in §§ 76.605(a)(3), 76.605(a)(7), 76.605(a)(8), 76.605(a)(10) and
76.605(a)(11). Any such agreement shall be reduced to writing and be associated with the system's proof-of-
performance records.
Note 3: The requirements of this section shall not apply to devices subject to the provisions of §§ 15.601 through
15.626.
Note 4: Should subscriber complaints arise from a system failing to meet § 76.605(a)(6) prior to December 30,
1999, the cable operator will be required to provide a converter that will allow the system to meet the standard
immediately at the complaining subscriber's terminal. Further, should the problem be found to be system-wide, the
Commission may order all converters on the system be changed to meet the standard.
Note 5: Should subscriber complaints arise from a system failing to meet § 76.605(a)(10), the cable operator will be
required to remedy the complaint and perform test measurements on § 76.605(a)(10) containing the full number of
channels as indicated in § 76.601(b)(2) at the complaining subscriber's terminal. Further, should the problem be
found to be system-wide, the Commission may order that the full number of channels as indicated in § 76.601(b)(2)
be tested at all required locations for future proof-of-performance tests.
Note 6: No State or franchising authority may prohibit, condition, or restrict a cable system's use of any type of
subscriber equipment or any transmission technology.
[37 FR 3278, Feb. 12, 1972, as amended at 37 FR 13867, July 14, 1972; 40 FR 2690, Jan. 15, 1975; 40 FR 3296,
Jan. 21, 1975; 41 FR 53028, Dec. 3, 1976; 42 FR 21782, Apr. 29, 1977; 47 FR 21503, May 18, 1982; 50 FR 52466,
Dec. 24, 1985; 51 FR 1255, Jan. 10, 1986; 52 FR 22461, June 12, 1987; 57 FR 11002, Apr. 1, 1992; 57 FR 61010,
Dec. 23, 1992; 58 FR 44952, Aug. 25, 1993; 59 FR 25342, May 16, 1994; 61 FR 18510, Apr. 26, 1996; 61 FR
18978, Apr. 30, 1996; 65 FR 53616, Sept. 5, 2000]
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EXHIBIT 2
PROGRAMMING
The Licensee shall provide the following broad categories of Programming:
+ News Programming;
+ Sports Programming;
+ Public Affairs Programming;
+ Children's Programming;
+ Entertainment Programming; and
+ Local PEG Access Programming.
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EXHIBIT 3
FREE DROPS AND SERVICE TO PUBLIC BUILDINGS AND SCHOOLS
Pursuant to Section 5.6 supra, the following public buildings and schools shall receive a Drop,
Outlet and monthly Basic Cable Service at no charge:
(1) East Lexington Branch Library: 737 Massachusetts Avenue
(2) East Lexington Fire Station: 1006 Massachusetts Avenue
(3) Council-on-Aging: 1475 Massachusetts Avenue
(4) Police Station: 1575 Massachusetts Avenue
(5) Cary Hall: 1605 Massachusetts Avenue
(6) Town Hall: 1625 Massachusetts Avenue
(7) Cary Memorial Library: 1874 Massachusetts Avenue
(8) Fire Headquarters: 43 Bedford Street
(9) DPW Operations: 201 Bedford Street
(10) DPW Recycling Area: 60 Hartwell Avenue
(11) Westview Cemetery: 520 Bedford Street
(12) North Lexington Pump Station: Bedford Street/Route 128
(13) Visitors Center: 1875 Massachusetts Avenue
(14) PEG Access Studio: Kline Hall, 1001 Main Campus Drive
(15) Hayden Recreation Center: 24 Lincoln Street
(16) National Guard Amory: 459 Bedford Street
(17) DPW Administration Building: 1557 Massachusetts Avenue
(18) School Administration Building: 146 Maple Street
(19) Clarke School: 17 Stedman Road
(20) Diamond Middle School: 99 Hancock Street
(21) Bowman School: 9 Phillips Road
(22) Bridge School: 55 Middleby Road
(23) Estabrook School: 117 Grove Street
(24) Fiske Elementary School: 55 Adams Street
(25) Harrington Elementary School: 328 Lowell Street
(26) Minuteman Regional Vocational School: 758 Marrett Road
(27) Lexington High School: 251 Waltham Street
Main Building: 251 Waltham Street
Science Building: 251 Waltham Street
ABC Building: 251 Waltham Street
DEF Building: 251 Waltham Street
(28) Hastings School: 7 Crosby Road
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EXHIBIT 4
GROSS ANNUAL REVENUES REPORTING FORM
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EXHIBIT 5
207 CMR 10.00
10.01: Billing Practices Notice
(1) Every cable television operator shall give written notice of its billing practices to potential subscribers before a
subscription agreement is reached. Such notice shall include practices relating to the frequency and timing of
bills, payment requirements necessary to avoid account delinquency, billing dispute resolution procedures and
late payment penalties.
(2) A copy of the cable television operator's billing practices notice, work order and sample subscriber bill shall be
filed by March 15th of each year with the Commission, the issuing authority, and the company's local office,
where they shall be available for public inspection. If an operator amends its billing practices notice, work order
or subscriber bill after submitting the annual filing, it shall file copies of the amendments with the Commission,
the issuing authority and the company's local office.
(3) At least 30 days prior to implementing a change of one of its billing practices, the cable television operator shall
notify in writing the Commission, the issuing authority and all affected subscribers of the change and include a
description of the changed practice.
(4) Statements about billing practices in work orders, marketing, materials and other documents shall be consistent
with the billing practices notice.
10.02: Services, Rates and Charges Notice
(1) The cable television operator shall give notice of its services, rates and charges to potential subscribers before a
subscription agreement is reached.
(2) At least 30 days prior to implementing an increase in one of its rates or charges or a substantial change in the
number or type of programming services, the operator shall notify, in writing, the Commission, the issuing
authority and all affected subscribers of the change and include a description of the increased rate or charge.
The notice shall list the old and new rate or charge and, if applicable, the old and new programming services
provided.
(3) Every cable television operator shall fully disclose in writing all of its programming services and rates, upon
request from a subscriber.
(4) Every cable television operator shall fully disclose in writing all of its charges for installation, disconnection,
downgrades and upgrades, reconnection, additional outlets, and rental, purchase and/or replacement due to
damage or theft of equipment or devices used in relation to cable services, upon request from a subscriber.
(5) Every cable television operator shall provide written notice of the charge, if any, for service visits and under
what circumstances such charge will be imposed, upon request from a subscriber.
(6) A copy of the cable operator's programming services, rates and charges shall be filed by March 15th of each
year with the Commission, the issuing authority and the company's local office where it shall be made available
for public inspection. If an operator amends its notice after the annual filing, it shall file a copy of the
amendment with the Commission, the issuing authority and the company's local office.
(7) A cable operator shall not charge a subscriber for any service or equipment that the subscriber has not
affirmatively requested by name. This provision, however, shall not preclude the addition or deletion of a
specific program from a service offering, the addition or deletion of specific channels from an existing tier of
service, or the restructuring or division of existing tiers of service that do not result in a fundamental change in
the nature of an existing service or tier of service.
10.03: Form of Bill
(1) The bill shall contain the following information in clear, concise and understandable language and format:
(a) The name, local address and telephone number of the cable television operator. The telephone number shall be
displayed in a conspicuous location on the bill and shall be accompanied by a statement that the subscriber may
call this number with any questions or complaints about the bill or to obtain a description of the subscriber’s
rights under 207 CMR 10.07 in the event of a billing dispute;
(b) the period of time over which each chargeable service is billed including prorated periods as a result of
establishment and termination of service;
(c) the dates on which individually chargeable services were rendered or any applicable credits were applied;
(d) separate itemization of each rate or charge levied or credit applied, including, but not be limited to, basic,
premium service and equipment charges, as well as any unit, pay-per-view or per item charges;
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(e) the amount of the bill for the current billing period, separate from any prior balance due;
(f) The date on which payment is due from the subscriber.
(2) Cable operators may identify as a separate line item of each regular subscriber bill the following:
(a) The amount of the total bill assessed as a franchise fee and the identity of the franchising authority to whom the
fee is paid;
(b) The amount of the total bill assessed to satisfy any requirements imposed on the cable operator by the franchise
agreement to support public, educational, or governmental channels or the use of such channels;
(c) The amount of any other fee, tax, assessment, or charge of any kind imposed by any governmental authority on
the transaction between the operator and the subscriber. In order for a governmental fee or assessment to be
separately identified under 207 CMR 10.03, it must be directly imposed by a governmental body on a
transaction between a subscriber and an operator.
(3) All itemized costs shall be direct and verifiable. Each cable operator shall maintain a document in its public file
which shall be available upon request, that provides the accounting justification for all itemized costs appearing
on the bill.
10.04: Advance Billing and Issuance of Bill
(1) In the absence of a license provision further limiting the period of advance billing, a cable operator may, under
uniform nondiscriminatory terms and conditions, require payment not more than two months prior to the last
day of a service period.
(2) A cable subscriber may voluntarily offer and a cable operator may accept advance payments for periods greater
than two months.
(3) Upon request, a cable television operator shall provide subscribers with a written statement of account for each
billing period and a final bill at the time of disconnection.
10.05: Billing Due Dates, Delinquency, Late Charges and Termination of Service
(1) Subscriber payment is due on the due date marked on the bill, which shall be a date certain and in no case a
statement that the bill is due upon receipt. The due date shall not be less than five business days following the
mailing date of the bill.
(2) A subscriber account shall not be considered delinquent unless payment has not been received by the company
at least 30 days after the bill due date.
(3) The following provisions shall apply to the imposition of late charges on subscribers:
(a) A cable television operator shall not impose a late charge on a subscriber unless a subscriber is delinquent, the
operator has given the subscriber a written late charge notice in a clear and conspicuous manner, and the
subscriber has been given at least eight business days from the date of delinquency to pay the balance due.
(b) A charge of not more than 5 percent of the balance due may be imposed as a one-time late charge.
(c) No late charge may be assessed on the amount of a bill in dispute.
(4) A cable television operator shall not terminate a subscriber's service unless the subscriber is delinquent, the
cable operator has given the subscriber a separate written notice of termination in a clear and conspicuous
manner, and the subscriber has been given at least eight business days from the mailing of the notice of
termination to pay the balance due. A notice of termination shall not be mailed to subscribers until after the date
of delinquency.
(5) A cable television operator shall not assess a late charge on a bill or discontinue a subscriber's cable television
service solely because of the nonpayment of the disputed portion of a bill during the period established by 207
CMR 10.07 for registration of a complaint with the operator or during the process of a dispute resolution
mechanism recognized under 207 CMR 10.07.
(6) Any charge for returned checks shall be reasonably related to the costs incurred by the cable company in
processing such checks.
10.06: Charges for Disconnection or Downgrading of Service
(1) A cable television operator may impose a charge reasonably related to the cost incurred for a downgrade of
service, except that no such charge may be imposed when:
(a) A subscriber requests total disconnection from cable service; or
(b) A subscriber requests the downgrade within the 30 day period following the notice of a rate increase or a
substantial change in the number or type of programming services relative to the service (s) in question.
(2) If a subscriber requests disconnection from cable television service prior to the effective date of an increase in
rates, the subscriber shall not be charged the increased rate if the cable television operator fails to disconnect
service prior to the effective date. Any subscriber who has paid in advance for the next billing period and who
requests disconnection from service shall receive a prorated refund of any amounts paid in advance.
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10.07: Billing Disputes
(1) Every cable television operator shall establish procedures for prompt investigation of any billing dispute
registered by a subscriber. The procedure shall provide at least 30 days from the due date of the bill for the
subscriber to register a complaint. The cable television operator shall notify the subscriber of the result of its
investigation and give an explanation for its decision within 30 working days of receipt of the complaint.
(2) The subscriber shall forfeit any rights under 207 CMR 10.07 if he or she fails to pay the undisputed balance
within 30 days.
(3) Any subscriber in disagreement with the results of the cable television operator's investigation shall promptly
inquire about and take advantage of any complaint resolution mechanism, formal or informal, available under
the license or through the issuing authority before the Commission may accept a petition filed under 207 CMR
10.07(4).
(4) The subscriber or the cable television operator may petition the Commission to resolve disputed matters within
30 days of any final action. Final action under 207 CMR 10.07(3) shall be deemed to have occurred 30 days
after the filing of a complaint.
(5) Upon receipt of a petition, the Commission may proceed to resolve the dispute if all parties agree to submit the
dispute to the Commission and be bound by the Commission’s decision and the Commission obtains a
statement signed by the parties indicating that agreement. In resolving the dispute, the Commission may receive
either written or oral statements from the parties, and may conduct its own investigation. The Commission shall
then issue a decision based on the record and the parties shall receive written notification of the decision and a
statement of reasons therefor.
10.08: Security Deposits
(1) A cable operator shall not require from any cable subscriber a security deposit for converters or other equipment
in excess of the cost of the equipment.
(2) The cable operator shall pay interest to the cable subscriber at a rate of 7% per year for any deposit held for six
months or more, and such interest shall accrue from the date the deposit is made by the cable subscriber.
Interest shall be paid annually by the cable operator to the cable subscriber, either as a direct payment or as a
credit to the cable subscriber’s account.
(3) Within 30 days after the return of the converter or other equipment, the cable operator shall return the security
deposit plus any accrued interest to the cable subscriber, either as a direct payment or as a credit to the cable
subscriber’s account.
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EXHIBIT 6
FCC CUSTOMER SERVICE OBLIGATIONS
TITLE 47--TELECOMMUNICATION
CHAPTER I--FEDERAL COMMUNICATIONS COMMISSION
PART 76--CABLE TELEVISION SERVICE
Subpart H--General Operating Requirements
Sec. 76.309 Customer Service Obligations
(a) A cable franchise authority may enforce the customer service standards set forth in paragraph (c) of this
section against cable operators. The franchise authority must provide affected cable operators ninety (90) days
written notice of its intent to enforce the standards.
(b) Nothing in this rule should be construed to prevent or prohibit:
(1) A franchising authority and a cable operator from agreeing to customer service requirements that exceed the
standards set forth in paragraph (c) of this section;
(2) A franchising authority from enforcing, through the end of the franchise term, pre-existing customer service
requirements that exceed the standards set forth in paragraph (c) of this section and are contained in current
franchise agreements;
(3) Any State or any franchising authority from enacting or enforcing any consumer protection law, to the extent
not specifically preempted herein; or
(4) The establishment or enforcement of any State or municipal law or regulation concerning customer service
that imposes customer service requirements that exceed, or address matters not addressed by the standards set forth
in paragraph (c) of this section.
(c) Effective July 1, 1993, a cable operator shall be subject to the following customer service standards:
(1) Cable system office hours and telephone availability--
(i) The cable operator will maintain a local, toll-free or collect call telephone access line which will be available
to its subscribers 24 hours a day, seven days a week.
(A) Trained company representatives will be available to respond to customer telephone inquiries during normal
business hours.
(B) After normal business hours, the access line may be answered by a service or an automated response system,
including an answering machine. Inquiries received after normal business hours must be responded to by a trained
company representative on the next business day.
(ii) Under normal operating conditions, telephone answer time by a customer representative, including wait time,
shall not exceed thirty (30) seconds when the connection is made. If the call needs to be transferred, transfer time
shall not exceed thirty (30) seconds. These standards shall be met no less than ninety (90) percent of the time under
normal operating conditions, measured on a quarterly basis.
(iii) The operator will not be required to acquire equipment or perform surveys to measure compliance with the
telephone answering standards above unless an historical record of complaints indicates a clear failure to comply.
(iv) Under normal operating conditions, the customer will receive a busy signal less than three (3) percent of the
time.
(v) Customer service center and bill payment locations will be open at least during normal business hours and will
be conveniently located.
(2) Installations, outages and service calls. Under normal operating conditions, each of the following four
standards will be met no less than ninety-five (95) percent of the time measured on a quarterly basis:
(i) Standard installations will be performed within seven (7) business days after an order has been placed.
“Standard'' installations are those that are located up to 125 feet from the existing distribution system.
(ii) Excluding conditions beyond the control of the operator, the cable operator will begin working on “service
interruptions'' promptly and in no event later than 24 hours after the interruption becomes Known. The cable
operator must begin actions to correct other service problems the next business day after notification of the service
problem.
(iii) The “appointment window'' alternatives for installations, service calls, and other installation activities will be
either a specific time or, at maximum, a four-hour time block during normal business hours. (The operator may
schedule service calls and other installation activities outside of normal business hours for the express convenience
of the customer.)
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(iv) An operator may not cancel an appointment with a customer after the close of business on the business day
prior to the scheduled
appointment.
(v) If a cable operator representative is running late for an appointment with a customer and will not be able to
keep the appointment as scheduled, the customer will be contacted. The appointment will be rescheduled, as
necessary, at a time that is convenient for the customer.
(3) Communications between cable operators and cable subscribers--
(i) Notifications to subscribers--
(A) The cable operator shall provide written information on each of the following areas at the time of installation
of service, at least annually to all subscribers, and at any time upon request:
(1) Products and services offered;
(2) Prices and options for programming services and conditions of subscription to programming and other
services;
(3) Installation and service maintenance policies;
(4) Instructions on how to use the cable service;
(5) Channel positions programming carried on the system; and,
(6) Billing and complaint procedures, including the address and telephone number of the local franchise
authority's cable office.
(B) Customers will be notified of any changes in rates, programming services or channel positions as soon as
possible in writing. Notice must be given to subscribers a minimum of thirty (30) days in advance of such changes if
the change is within the control of the cable operator. In addition, the cable operator shall notify subscribers thirty
(30) days in advance of any significant changes in the other information required by paragraph (c)(3)(i)(A) of this
section. Notwithstanding any other provision of Part 76, a cable operator shall not be required to provide prior notice
of any rate change that is the result of a regulatory fee, franchise fee, or any other fee, tax, assessment, or charge of
any kind imposed by any Federal agency, State, or franchising authority on the transaction between the operator and
the subscriber.
(ii) Billing--
(A) Bills will be clear, concise and understandable. Bills must be fully itemized, with itemizations including, but
not limited to, basic and premium service charges and equipment charges. Bills will also clearly delineate all activity
during the billing period, including optional charges, rebates and credits.
(B) In case of a billing dispute, the cable operator must respond to a written complaint from a subscriber within 30
days.
(iii) Refunds--Refund checks will be issued promptly, but no later than either--
(A) The customer's next billing cycle following resolution of the request or thirty (30) days, whichever is earlier,
or
(B) The return of the equipment supplied by the cable operator if service is terminated.
(iv) Credits--Credits for service will be issued no later than the customer's next billing cycle following the
determination that a credit is warranted.
(4) Definitions--
(i) Normal business hours--The term “normal business hours'' means those hours during which most similar
businesses in the community are open to serve customers. In all cases, “normal business hours'' must include some
evening hours at least one night per week and/or some weekend hours.
(ii) Normal operating conditions--The term “normal operating conditions'' means those service conditions which
are within the control of the cable operator. Those conditions which are not within the control of the cable operator
include, but are not limited to, natural disasters, civil disturbances, power outages, telephone network outages, and
severe or unusual weather conditions. Those conditions which are ordinarily within the control of the cable operator
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 the cable system.
(iii) Service interruption--The term “service interruption'' means the loss of picture or sound on one or more cable
channels.
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EXHIBIT 7
CABLE DIVISION FORM 500