O88-61ORDINANCE NO. 88-&!
AN ORDINANCE OF THE CITY COMMISSION OF
THE CITY OF BOYNTON BEACH, FLORIDA,
GRANTING A NON-EXCLUSIVE LICENSE TO
FAIRBANKS COMMUNICATIONS, INC., D/B/A
LEADERSHIP CABLEVISION, TO OPERATE A
COMMUNITY ANTENNAE TELEVISION SYSTEM
WITHIN THE MUNICIPAL LIMITS OF THE CITY
OF BOYNTON BEACH; PROVIDING FOR THE
TERMS OF SAID LICENSE; PROVIDING FOR A
REPEALING CLAUSE; PROVIDING A CONFLICTS
CLAUSE; PROVIDING A SEVERABILITY CLAUSE;
PROVIDING AN EFFECTIVE DATE; AND FOR
OTHER PURPOSES.
WHEREAS, FAIRBANKS COMMUNICATIONS, INC., d/bSa
LEADERSHIP CABLEVISION has requested a non-exclusive
license to furnish cable television within the City of
Boynton Beach, Florida; and
WHEREAS, the City Commission has determined that it is
in the best interests of the municipality to authorize
installation and operation of a community antennae
television system for the use of residents and inhabitants
of said City; and
WHEREAS, the proposal attached to this Ordinance as
Exhibit "A" has been reviewed by the City Commission; and
WHEREAS,.a review of the application is found to be in~
conformity with the provisions of Chapter 7 of the Code of
Ordinances, City of Boynton Beach, Florida,
NOW, THEREFORE, BE IT OP~DAINED BY THE CITY COmmISSION
OF THE CITY OF BOYNTON BEACH, FLORIDA, AS FOLLOWS:
Section 1. FAIRBANKS COMMUNICATIONS, INC., d/b/a
LEADERSHIP CABLEVISIONS, Inc., has submitted an application
for the privilege of conducting community antennae
television systems within the City of Boynton Beach (said
application is attached hereto as Exhibit "A" of said
Ordinance and made a part hereof by reference). Said
Fairbanks Communications, Inc., d/b/a Leadership
Cablevision, is hereby granted and awarded a non-exclusive
license to construct, license, operate and maintain a
community antennae television system within the City of
Boynton Beach for a period of twenty (20) years from the
effective date of this Ordinance in strict compliance with
the terms and provisions of the aforesaid application and in
strict accordance with the provisions of Chapter 7 of the
City Code of Ordinances, City of Boynton Beach, Florida,
which provisions are here
part of this Ordinance an(
Section 2. City
Adopt Ordinances and ReguZ
A. The City Commi~
Ordinance standards go%
television systems and
oy adopted by reference and made a
license hereby awarded.
~ommission's Continuing Right to
.ations.
sion may adopt by Resolution or
erning the operation of cable
!acilities and equipment in this
City. Such standards shall apply to and shall govern the
operations of the grantee of any franchise granted pursuant
to Chapter 7 of the C
expressly declared a part
B. Notwithstanding
contrary the City Commil
standards required of the
during the life of the fi
state of the art then pre
standards do not conflict
Communications Commission
Section 3. Franc]
The grantee shall pal
to the highest percentag
grantees gross annual rev
of the City of Boynton Bes
ity Code of Ordinances and are
of any such franchise.
any provision of Chapter 7 to the
sion may increase the technical
grantee's operation at any time
anchise reasonably related to the
vailing so long as such technical
with the then effective Fed~,ral
regulations or guidelines.
ise Fees.
the grantor a franchise fee equal
allowed by federal law of the
enues received from the residents
ch.
Section 4. Other petitions and applications.
Copies of all petitions, applications, communications
and reports submitted by
Communications CommissiOn,
Commission or any other
a licensee to the Federal
Securities and Exchange
federal or state regulatory
commission or agency having jurisdiction in respect to any
matters effecting cable television operations authorized
pursuant to a license shall be provided simultaneously to
the office of the City Manager.
Section 5. Annual Report
No later than ninety (90) days after the end of the
fiscal year of the licensee the licensee shall submit a
written report to the City which shall include:
1. A summary of the previous year's activities and
development of this system, including but not limited to
services began or dropped and subscribers gained or lost.
A statement of income covering the last fiscal
e
year.
3.
A projected estimate of construction for the next
two years in terms of plant miles to be built.
4. A reconciliation between previously projected
estimates of plant miles and actual results.
5. A list of officers and members of the board of the
licensee and the parent corporation.
Section 6. Responsibilities of the licensee.
The licensee or any of his agents or employees shall
not sell or otherwise make available to any party without
consent of the residents:
1. Lists of the names and addresses of subscribers.
2. Any list which identifies the viewing habits of
individual subscribers identified by name, address or other
techniques which would allow identification of an individual
or household. This section does not prohibit the franchisee
from providing composite ratings of subscriber viewing to
any part.
Section 7. Construction and technical standards.
Franchisee shall designate by map its current service
area and provide a proposed schedule of construction as
appropriate. The timetable for any construction shall be
Commission.
Manager in
programming.
specified thirty (30) days prior to commencement of said
construction. In general the franchisee shall place all
cable distribution plants below ground. In those sections of
the City where the electric and telephone utilities maintain
overhead distribution facilities the poles supporting such
facilities may be utilized by the franchisee to the extent
authorized by the utilities.
Section 8. Public Educational and Government
Channels. (PEG)
A. Within six (6) months after the effective date of
this Ordinance, one Channel shall be activated and available
for government and public educational programming. The use
of the Channel may be made through the office of the City
Manager, unless or until said authority is designated to
another city office or board by resolution of the City
Cable operators shall cooperate with the City
showing educational and public government
B. The Cable Operator shall have available for use as
set forth herein, and except as allowed pursuant to rules
and regulations later adopted, one (1) public, educational,
and government programming and access Channel. The City
Manager shall develop criteria for the use of such Channel
and the Cable Operator's use of such Channel when not
needed for public, educational, or government programming
and access. In no case shall the Channel implementation
schedule be more stringent than the following formula:
A Public, Educational, and Government
Access Channel shall be available within
the time set forth in Subsection A.
above. At such time as eighty percent
(80%) of the available time between 8
A.M. and 10 P.M. is utilized for locally
produced Public, Educational, and
Government Access programming on the
then-used Channel for a period of six
(6) consecutive months, an additional
Channel will be made available for
public, educational, and government
4
access use upon written notice to the
City requesting same.
C. The activated PEG channels shall be interconnected
with other activated PEG channels provided by other Grantees
operating in the City upon six (6) months notice from the
City to the Cable Operator, provided such interconnection is
technically and economically feasible.
Section 9. Compliance with State and Federal Laws.
A. Notwithstanding any other provisions of this
Ordinance or the license to the contrary, a licensee shall
at all times comply with all laws and regulations of the
State and Federal governments or any administrative agencies
thereof; provided, however, if any such State or Federal law
or regulation shall require a licensee to perform any
service, or shall permit a licensee to perform any service,
or shall prohibit a licensee from performing any service in
conflict with the terms of this license or of any law or
regulation of the City, then as soon as possible following
knowledge thereof the licensee shall notify the City of the
point of conflict believed to exist between such regulation
or law and the laws or regulations of the City and of this
Ordinance and the License Agreement.
B. If the City determines that'a material provision
of this Ordinance is affected by any subsequent action of
the State or Federal government, the City and the licensee
shall renegotiate the terms of the License Agreement to
carry out its intent as much as possible.
Section 10. That all ordinances or parts of
ordinances in conflict herewith be and the same are hereby
repealed.
Section 11: Should any section or provision of this
ordinance or portion hereof, any paragraph, sentence, or
word be declared by a court of competent jurisdiction to be
5
invalid, such decision shall not affect the remainder of
this ordinance.
Section 12: This ordinance shall become effective
immediately upon passage.
SECOND, FINAL READING and PASSAGE this ~ day of
~.J~(::L,~ ~ ~ , 198-~.
/
CITY OF BOYNTON BEACH, FLORIDA
Mayor
Commissioner
Commissioner
ATTEST:
City ~erk
(Corporate Seal)
Commissioner
APPLICATION OF FAIRBANKS COMMUNICATIONS, INC.
d/b/a LEADERSHIP CABLEVISION FOR A CATV FRANCHISE
IN THE CITY OF BOYNTON BEACH
TO:
The City Manager
City of Boynton Beach, Florida
F~irbanks Communications, Inc., doing business as Leadership
C~blevision, hereby applies to the City of Boynton Beach,
F~orida, for a cAtv Franchise pursuant to Chapter 7 of the
B~yntOn Beach City Code and states:
(~)! The name of the applicant is:
Fairbanks Communications, Inc., an
Indiana Corporation qualified to do
business in Florida, and doing business as
Leadership Cablevision
The mailing and street addresses of the applicant are:
Leadership Cablevision
P.O. Box 250
1595 S.W. 4th Avenue
Delray Beach, FL 33444
The names and addresses of the directors are:
Richard M. Fairbanks
22 E. Snapper Point Drive
Ocean Reef Club
Key Largo, FL 33037
Virginia B. Fairbanks
22 E. Snapper Point Drive
Ocean Reef Club
Key Largo, FL 33037
Roger S. Snowdon
Fairbanks Communications, Inc.
Servico Centre East, Suite 202
1601 Belvedere Road
West Palm Beach, FL 33406
Leonard J. Betley, Esquire
Ice Miller Donadio & Ryan
One American Square
Box 82001
Indianapolis, IN 46282
(2)
The main offices of the applicant are:
Fairbanks Communications, Inc.
Servico Centre East, Suite 202
1601 Belvedere Road
West Palm Beach, FL 33406
Leadership Cablevision
P.O. Box 250
1595 S.W. 4th Avenue
Delray Beach, FL 33444
The names and addresses of the major stockholders of the
applicant are:
Virginia B. Fairbanks
22 E. Snapper Point Drive
Ocean Reef Club
Key Largo, FL 33037
Richard M. Fairbanks, III
2201 C. Street N.W.
Room 1210A
Washington, D.C. 20520
Merchants National Bank &
Trust Company, as Trustee
One Merchants Plaza
Indianapolis, IN 46255
The applicant has no parent or subsidiary corporations. The
applicant has an affiliation with Leadership Security
Services, Inc., a Florida corporation.
The system proposed to be constructed will be an extension
of applicant's system currently operated in Palm Beach
County. The system currently provides the basic service and
additional services shown on the channel alignment card
attached as Exhibit A. The system will be designed to
deliver 60 television channels in the forward direction and
4 in the return. The active electronics will be supplied by
C-COR and the passive electronics will be purchased from RMS
Electronics. The cable will be supplied by Trilogy MC2.
The #headend" of the system is located at 7424 North Oriole
Boulevard, Villages of Oriole, Delray Beach, Florida,
consisting of three satellite earth stations (a Harris 6.9
meter, an SA 4.6 meter and an AFC 3.2 meter), a 90 foot
tower with various antennae and various receiving,
amplification and rebroadcasting equipment. The applicant
currently serves areas to the west of the City of Boynton
Beach, including Quail Ridge which will be interconnected
with applicant's proposed system. The system in the City of
Boynton Beach will be constructed, installed, maintained and
(3)
(4)
(5)
(6)
7)
s)
9)
operated just as applicant's system is currently operated in
Palm Beach County. All construction will be in accordance
with all applicable City, County and State requirements.
Unless Florida Power & Light Company or Southern Bell
utility poles are available for applicant's use, the system
will be installed underground.
Applicant will provide service by use of poles provided
pursuant to agreements with Florida Power & Light Company
and Southern Bell when available to applicant and practical.
When required, applicant will bury its cable underground in
public easements. Initially, an order to serve Citrus Glen
and Executive Estates, applicant will lay its cable
underground within those developments and on utility poles
along Knollwood Road from Military Trail to Lawrence Road
and South along Lawrence Road to the developments.
Applicant will offer its service in its service area in
accordance with the ordinance.
Attached as Exhibits B and C are a description and a map,
respectively, of the area which applicant proposes to serve.
The rates currently charged by applicant for its basic and
premium services are set forth in the attached Exhibit D.
Applicant's service agreement (work order ) is attached as
Exhibit E.
The current agreements between the applicant and Florida
Power & Light Company and Southern Bell with respect to the
use of utility poles are attached as Exhibits F and G. These
agreements will be extended to cover the area to be served
in the City of Boynton Beach after approval by the City of
this application.
The applicant has an agreement with the homeowners
associations and developer of Citrus Glen and Executive
Estates to construct a cable system and provide service in
those developments.
Applicant's financial statement is attached as Exhibit H.
Applicant maintains an office at:
1595 S.W. 4th Avenue
Delray Beach, FL 33444
That office, including repair service, is available by toll
free telephone by calling 272-2521 from anywhere in the
City of Boynton Beach.
The system is managed by Gene Strickland who has been in
cable television for 18 years. The system engineer is Greg
Volpe who has been involved in cable television and
associated construction for 25 years.
In accordance with the requirements of Sections 7-22, 7-29
and 7-30(a) and (b) of the Boynton Beach City Code, the
faithful performance bond and insurance policies required by
Sections 7-29 and 7-30 shall be provided with the period
provided in Section 7-22.
Questions concerning this application may be directed to
applicant's attorney, David H. Baker of Alley, Maass,
Rogers, Lindsay & Chauncey, P.O. Box 431, Palm Beach, FL
33480, telephone no. (407) 659-1770, or to applicant's
Vice-President, Roger S. Snowdon, Fairbanks Communications,
Inc., Servico Centre East, Suite 202, 1601 Belvedere Road,
West Palm Beach, FL 33406, telephone no. (407) 838-4370.
Respectfully submitted,
Vice President
leadership
cabl vision
6
7
9
10
11
13
'14
'15
'16
17
18
19
'21
22
Channel Lineup.
2 WPBT 2 (PBS)
3 WPTV' 5 (NBC)
4 WTVJ 4 ICBS)
§ COMMUNITY
BULLETIN BOARD
WCIX 6 (IND)
WSVN 7 (NBC)
USA NETWORK
WPEC 12 {ABC)
WPLG 10 (ABC)
WXEL 42 [PBS)
WFLX 29 {IND)
HOME BOX OFFICE (HBO)
THE DISNEY CHANNEL' (3 DC)
THE MOVIE CHANNEL ['fMC)
VVTBS 1 ? {ATLANTA)
ESPN
WTVX 34 (CBS)
SHOWhME
WOR 9 {NEW JERSEY)
23 WDZL 39 (IND)
24' WGN 9 (CHICAGO)..
25 FINANCIAl,
NEWS NETWORK (FNN)
26 MUSIC TELEVISION
NASHVILLE NETWORK
ARTS & ENTERTAIN MENT
C-SPAN · '
CABLE NETwoRK t~BN)
MFETIME
32 THE WEATHER CHANNEL
33 CABLE NEWS NETWORK ICNN)
34 WBF$ 33 {MIAMI) : -.
· Optional Premium Service
S~IeS Office: 2789300- ;'
Business Office: 272-2521"
Repair Office: 278-5707
27
28
29
· 30
31
234 N,E, 6th Avenue
Delray' Beach, Florida 33483 :~ ....
EXHIBIT A
EXHIBIT B
DESCRIPTION OF AREA
FOR WHICH FRANCHISE IS REQUESTED
Ail of the areas within the incorporated boundaries of the
City of Boynton Beach and, upon addition all areas annexed to
he City.
Initially, Applicant will provide service to the Citrus Glen
and Executive Estates subdivisions located on Lawrence Road.
)R
LANTANA
~ BOYN,
~i~ BEAC
: .UNT;RS
RUN
EXHIBIT D
Des~riptlon
Basic Cable
Home Box Office
Showtime
The Movie Channel
The Disney Channel
Regular Converter Rental
Remote Converter Rental
MONTHLY CHARGES
PAI~ BEACH COUNTY
S~ER 25,1987
First outlet
14.95
9.95~
.9.95~
9.95~
9.95~
2.50
3.00
Additional Outlets
Description Amount
Basic 2.50
Home Box Office 3.50
Showtime 3.50
The Movie Channel 3.50
The Disney Channel 3.50
~A combination of any two Premium Channels on the primary outlet is
is discounted to $16.95.
EXHIBIT D (QONT)
INSTAT.T ATION CHARGES
PALM BEAC~ COUNTY
SEFEMMBER 25, 1987
Description
Standard Install
Additional Outlet (at initial install)
Additional Outlet (after initial install-lst)
Additional Outlet (after initial install)
(2nd, 3rd, etc~)
Relocate
Attic Run
Wall Fish
Carpet Fish
A/B Switch
Reconnect Charge (seasonal)
Transfer (1 outlet)
Non-Pay Reconnect Charge
Collection Charge (past monies collected
before disconnection)
Switchover Charge
VCR Installation (if connected at initial
installation of cable)
VCR Installation (if connected at a later
date)
*Plus custom charges
Amount
24.95*
10.00'
15.00.
iO:OO*
15.00'
15.00
15.00
15.00
30.00~
15.00'
15.00'
20.00
10.00
15.00
15.00'
24.95*
0 DIV.
SCH. DATE
FRANCHISE NAME
__i
RUN DATE TIME
COMPLEX NAME · APT.
ORDER DATE TIME
leadership
cablevision
BUS/REPAIR 272-2521
SALES 278-9300
SERVICE ADDRESS
CUSTOMER NAME
HOME PHONE BUS. PHONE
~EClAL INSTRUCT ONS AND COMMENTS
ACC% #
:ONNECTION CHARGE' $
)NTHLY SERVICE CHARGE $
ORATE ; $
POSIT CHARGE ' $.'
TOTAL
CURRENT $
01-30 $
31-60 $
CP-90 $
91-120 $
~-120 $
DEPOSIT PAID $
TOTAL $
DROP:
IOUTLETS:
LOC.
TAG 1st.. DROP. DATE J PRE-WIRE CODE
ITM/ADR ROOM SERIAL NO. OR SERVICES
'i
DATE
,4STALLER:
WORK COMPLETED
COMMENTS:
TIME ' ~ TROUBLE CALL REP. ORTED
# r-~ NOTE CHANGE iN TASK
AMOUNT COLLECTED $
CAS. [] C,ECK []
COLLECTED BY:
SUBSCRIBER S.S. NO.:
STATE
SUBSCRIBER DR. #
LEADERSHIP CABLEVISION REP, SIG, DATE
ACCEPTED SUBJECT TO TERMS & CONDITIONS SET FORTH ON THE
REVERSE SIDE OF SUBSCRIBER COPY
EXHIBIT E
DROPAUDIT
CONVERTERS
ISSUED
RETRIEVED
'OUTLET AUDIT
ACTIVE
INACTIVE
WORK NOT DONE
COMMENTS: -'
TIME IN: TIME OUT:
NOT AT HOME [] LEFT DOOR HANGER []
NEEDS MORE WORK []
INSTALLER
,,~, ~" ' -'~ '.' .'~_:~T,;'.%;'L: TERMS AND CONDITIONS OF SERVICE ....
J~acceptance of Subscriber's applicat,on for cable services ~eouested on the'reverse eli:la, hereof, Leadership Cablewsion '_wi. ti_ p~ovid~: suc.h s-c-trices, as an inde-
)end,at contractor and not as scent on toe foilowino terms and condition~.
A. Obligations of Leadership Cablevision: ;. ........ . ;*-*:-~,--.
1. Install in a workmanlike manner and it3 locations mutuaily acceptable to Leadership and' Subscrzber, eclu:Dment"an~ rr~teriais ne?e-.=,~-v tn turn~3h services
to Subscriber. Installation' wilt be performed w~thm a reasonable time, taking into consideration the condition of Su. bsc?ber'.'. F~'m~ses an_q Leaoersh~p's'
installation schedule.
2. Malntai and repair its equipment so as to mlmmlze .... interruptions or degradat.on of service, but- assume, no esponsibJlity for inr,',,-u.~%ons au
stances beyond its reasonable control such as, but not limited to acts of God, pow.r tadures, eq~J~pm.;nt fa~iurcs, etc.
3. Take reasonable precautions to safeguard Subscriber's privacy from undue invasion bv Lea~]ersh[~ or ~)'..' tb~r,'~ parties coma -:,).:.::;~m? ?,,,th Subscriber
through the cable facilitms.
I, Obligatior4 o~ Subscriber: ..................
!. Pay upon. completion of installation: . .' ' '
a, initial monthly service charge
b. insttallation fee, including custom work such as placing cable through attic anD/or within wails.
:2. Leadership" Cablevision will provide subscriber with an estimate of the cable insta;latlon charge --nd wdi not undertake .s.a_i _cl. ip.s..t.ah.,don w~hout
· prior approval, · ......... ..
3, Immediately upon disconnection of service either return Converter(s) to the Cable Store, 234 Northeast Fifth Av~-~[J~,"_Ddray Beach or cab cfi;cc
272;25~I, :;eSrCst~;d:ltet~etriiev:l~foiC~sc~VnenrteecrtlS)r~, an ena s ................. ' .......
4. Notify Lea I 'p t'm * 'o 'f t nsy tem used for cable T.V. installation should be restoredl
5. [~ay_rnonthly service, charge upon receipt, .............. ..............................
6. ProvideLeadership's installers with a safe working environment. , :?." ',.';~' C, '
7. 'A~Jme c0mptete ~esponsibilit'y for damage, loss of any c(~sverters, ren~ote keypads, or other equipment: ........ ~ ....
8. ;AHow-~adership reasonable access into Subscriber's premises for :t.h_.e p~Jrpose of installation demonstration inspection maintenance
'repair_and removal of. the cable equipment ~to Subscrlbe['s premises ~.:
9. Make nc.assignment of this agreement, or any rights or obligations hereunder. Any attemoted assignment she constitute an act ct defau.t.
10. ;CbFnpl?Iwith all Leade?ship's presen~ and futu're ~ules ~f'~vice of'~hich Subscriber is given notice.
~ Bailment: . i ; .....
Leadership Will deliver to Subscriber's premises certain equipment, such as converters, remote Control keypads, and outlets for Subscriber's use, in connection
~vith this agreeme0t. Such property is and shah remain the sole property of Leadership. W th re~ard to such equipment Subscriber agrees:
1. to use t~e equipment 'only'for the purpose of recelwng ~he service ordered from Leaclersh~p and for no other purpose.
2. to prevent any connections to the equipment which are not expressly authorized bv Leadership Cablevision. (Florida Statute 812.14 prohibits alteration
of, attachment to, or ~nterference w~th cable television lines). ·., ... ..
3. to prevent tampering, altering, or repair of the equipment by any person other than Leadership'S authorized personnel. . _ .
.....
4. to assuage complete responslbnllty for ~mproper use, damage, or loss of such equipment regardless of cause.
5. to returh the equipment in good condition, ordinary wear and tear resulting from propec use excepted.
6. to pay.lo Leadership on demand up to $500.00 in liquidated damages, plus all collection costs including attorneys' feesA in the
or disal~pearance of any equipment provided by Leadership, such sum being agreed to because of the impossibility to ascertain t.ne entire or exact amount
of damage' Leadership may suffer from loss of revenue due to inauthorized, use of such eq, uiPment and for other reasons.
D. Limitation o~ Warranties and Liability: " . . ".. - . . -
/
1. LeaderShip Cablevision makes no warranties, express or implied, as to the e(~uipment furnished Subscriber, and assumes no responsibilitV for its condition.
--~, 2, Leadership Cablevision shall not be responsible for damages for failure to furnish or interruption of audio or video signal~-ri~r
Leaders hip Cablevision be responsible for failure transactional data, regardless of cause.
3. Leaders hip Cablevision shall not be responsible for damages to property or for injury to any person, arising from the installation maintenance, or removal
of equil )meat, except for damage or injury caused solely by its own negligence, and Subscriber hereby indemnifies and holds h~rmless Leadership Cable-
vision f 'om any claims, action, proceeding, damages, and liabilities, includinq attorneys' fees, arising out of such damage or injury.
_4,_.__~{O:~zitl Lstanding_aay.l~rovislon. contained ia this ~sgreeme~q~,_T.o the.cookery, Leadership Cablevision's liab/Jity_unde,~--t.h~_- _~Sr_~ement, whether .in tort ~r-
contrac shall not'exceed $100. Under no circumstance will Leadership Cablevision be tiab~e _f.o_~r .~p?:ia_.l. o_r~ .co_ns__eguential dama~_es~ _.
E. Pole Attachr matt ~ ~ ,-! ..-. r q_=_.v.,, 7,,~ ~ ·
"~'~ Subscriber u ~derstands that m providing cable service L'eadershlp Cablewslon es making use of poles owned by the iocat telephone company or electric company, or
,)th, and that th( continued use-of these poles is in no-wa¥~r~arranted by Leadership_Cablevisicn. :
F. Subscriber S ~curity Deposit:*
~vt~ ~..
Subscribe~..a frees with respe~-~-t-~ ~-n~)~l~JFp-~h-t-~"~e-~-Tc-e security deposit: ....................... ' ........
1. The de ~osit may be placed in Leadership CabLevisio~'s genera! account and made available for Leadership Cablevision's unrestricted use.
2. Title t( the deposit shall pass to Leadership Cablevision at th_e__tim_e_!t_is received fr__o_m___S_ub.sc.r_it)_e?.,
3. Leader.~ hip has no duty to invest the deposit and SubsCriber has no right to interest or earnings from the deposit.
~-4~--Upon ( isconti~uance of service, the deposit:will b~ returned within 30 days of Sub.sc_~'_iber's_~r.i.t. tf~n__Ere..g.u__e.s[ t_h.e.r_ef.o__r2 Dr.ovide.d, that if Subscriber is_ia
default in any obligation hereunder, Leadership Cabie~ision-s'hali-~'~v~--t~t~"r'i~l~ -in addition to other r-medias provided by law to deduct from the
.... deposit any amounts Leader.~hip Cablevision deems-necessary_.t_o_d.ef_ra.y i_t.s__losses occa_s, io_ned.~y, s.u_c_h def_ault.__ .
G. Defaqlt~ ..... I -i
In the event Subscriber defaults in the performance of any obi gation hereunder, Leadership Cabtevision shall have the right, in addi~on to othe~ remedies by
law~ to terminate this agreement and discontinue service immediately a~d without prior notme.. ....................
'~ ""~1. Severability: -~ ....-
If any provision of this agreement is determinec[ to be illegal or une[~forceable by a court of competent jurisdiction such provision sh~, be ineffective, to the
extent of such p~ohibition without invalidating the remaining provisions'of th~s agreement, if any provision of this Agreement conflic[' with a provision of-an
applicable otdina ce the provis on in the ordinance to the extent of ~uch co[~thct shall apPW ........ ; ....
I have read and u~derstand this agreement which constitutes the e~tire understanding of the parties.' Further acknowledge satJsfactorv compilation of the instailatio~
and notlfica/;ion c~f my right to privacy and agree that all payments will be made monthW, tn advance.
,v -.'~ Subscriber:
~IS AGREEMENT- made /~/'Se~tembe~ ~ ~. t9 8~ , between FLORIDA
PO~ER ~ LIGNT ~OM~ANY~ a FJotida corporat~on~ heteina~te~ cat~ea ~tcensor, p r~
;he f~rst ~ar~ andFairbank~ Co~unications, Inc. d/b/a Leadership C~l~vision
hereinafter ~lied Licensee, pac~y of the second part,
WlTNESSETH
WHEREAS, Licensee proposestofurnishtelevision distributionservice ~
The City of Delray Beach, the Town of Gulf Stream, the Town of
~cean Ridqe and those areas of Palm Raa~h ~y ~a~h~ ~n
~xhibit D hereto.
and will need to erect and maintain aerial cables, wires and associated appliances
throughout the area to be served and desires to attach such cables, wires and appliances
to poles of Licensor; and
WHEREAS, Licensor is willing to permit, to the extent it may lawfully do so,
the attachment of said cables, wires and appliances to its existing poles where, in ks
judgment, such use will not interfere wi~h its own service requirements, including
consideration of economy and safety.
NOW, THEREFORE: in consideration of the mutt~al convenants, terms and
conditions herein contained, the parties hereto do hereby mutually convenant and agree
as £ollows:
I. Before making attachment to any pole of Licensor, Licensee shall make
application 'and receive a permit therefor in the form of Exhibit A, hereto attached and
made a part hereof. Also, Licensee shall notify Licensor of all attachments made on a
monthly basis in the form of Exhibit C, hereto attached and made a part hereof.
2. Licensee, shall, at its own expense, make and maintain said attachments
in safe condition and in thorough repair, and in a manner suitable to Licensor and so that
they will not conflict with the use of said poles by Licensor or by others using said poles,
or interfere with the working use of facilities.thereon or which may from time to time be
placed thereon. Licensee shall forthwith, at its own expense, within thirty (30) days after
notice from Licensor, remove, relocate, replace or renew its facilities placed on any pole
or pole line, or transfer them to substituted poles, or perform any other work in
connection with said facilities that may be required by Licensor; provided, however, that
after giving thirty (30) days notice, or without notice in cases of emergency, Licensor may
arrange to relocate, replace or renew the facilities placed on said poles by Licensee,
transfer them to substituted poles or perform any other work in connection with said
facilities that may be required in the maintenance, replacement, removal or relocation of
EXHIBIT F
Florida Power & Light Co.
Pole Attachment Agreement
(
said poles, the facilities thereon or which may be placed thereon, or for the service needs
of Licensor, and the Licensee shall, on demand, reimburse Licensor for the expense
thereby incurred. Nothing in this paragraph is to relieve Licensee of maintaining
adequate work forces readily at hand to promptly repair, service and maintain Licensee's
facilities where such condition is hindering Licensor's operations.
3. Licensee's cables, wires and appliances, in each and every location, shall
be erected and maintained in accordance with the requirements and specifications of the
National Electricg. l Safety Gode, 'latest edition, or ar{~ applicable amendments, revisions,
ob Subsequent editions of said code as well as any addi{ional requirements of the Licensor.
~. Prior to making an application for a permit, the Licensee shall be required
) inspect the poles to be attached to and, in the event that any pole or poles of Licensor
) which Licensee desires to make attachments are inadequate to support the additional
icilities in accordance with the aforesaid specifications, Licensee will indicate on
xhibit A-l, hereto attached and made a part hereof, that changes are necessary (i.e.
~ake ready work) to provide adequate clearance. The estimated cost thereof will be
.~turned to Licensee, and, if Licensee still desires to make the attachments and returns
~e Exhibit marked to so indicate together with an advance payment to reimburse
icensor for the entire estimated nonbetterment portion of the cost and expense thereof,
~cluding the increased cost of larger poles, sacrificed life value of poles rem.oved, cost of
.-moral less any salvage recovery and the expense of transferring Licensor's facilities
,om the old to the new poles, Licensor may replace such inadequate poles with suitable
31es. When Licensee's desired attachments 'can be accommodated on present poles of
[censor by rearranging Licensor's facilities thereon, Licensee will compensate Licensor
~ advance for the full estimated expense incurred in completing such rearrangements.
icensee will also in advance reimburse the Owner or Owners of other facilities attached
) said poles for any expense incurred by it-or them in transferring or rearranging said
milities. Any strengthening of poles (e.g. guying) required to accommodate the
~tachments of Licensee shall be provided by and at the expense of Licensee and to the
~tisfaction of Licensor. Licensee shall not set intermediate poles under or in close
toximity to Licensor's facilities. Licensee may, however, request Licensor to set such
~termediate poles as Licensee may desire, and Licensor shall have the option to accept or
.-ject such request. If such request is granted, Licensee shall reimburse Licensor for the
,11 cost of setting such pole or poles.
5. Licensor reserves to itself, its successors and assigns, the right to
~aintain its poles and to operate its facilities thereon in such manner as will best enable
: to fulfill its own service requirements, and in accordance with the National Electrical
afety Code, latest edition, or any applicable amendments, revisions, or subsequent
ditions to said code and such specifications particularly applying to Licensor
ereinbefore referred to. Licensor shall not be liable to Licensee for any interruption to
.~rvice of Licensee or for interference with the operation of the cables, wires and
ppliances of Licensee arising in any manner out of the use of Licensor's poles by either
icensee or Licensor.
6. Licensee shall submit to Licensor evidence, satisfactory to Licensor, of
i? authority to erect and maintain its facilities within public streets, highways and other
thoroughfares and shall secure any necessary consent from state, county or municipal
acthorities or from the owners of property to construct and maintain facilities at the
ations of poles of Licensor which it desires to use.
-2-
7. Licensor, because of the importance of its service, reserves the right to
inspect each new installation of Licensee on its poles and in the vicinity of its lines or
appliances and to make surveys every three years or oftener as plant conditions may
warrant, of the entire plant of Licensee. Such inspections or surveys made, or not, shall
not operate to relieve Licensee of any responsibility, obligation or liability assumed under
this Agreement. The cost associated with these inspections will be paid by Licensee as
stated in paragraph 13.
8. l~icensee shall exercise special precautions to avoid damage to facilities
of Licensor and of others supported on said pole and shall make an immediate report to
Licensor of the occurrence of any damage.
9. Licensee shall release, indemnify, protect and save harmless Licensor
from and against any and all claims and demands for damages to property and injury or
death to persons, including payments made under any Worker's Compensation Law or
under any plan for employees' disability and death benefits, which may arise out of or be
Caused, in whole or in part, by Licensee's or Licensor's negligence resulting in connection
with or by the erection, maintenance, presence, use or removal of said attachments or the
proximity of the respective cables, wires, apparatus and appliances of the parties hereto,
~r any act or omission of Licensee on or in the vicinity of Licensor's poles or the poles of
any other person, firm or corporation on which Licensor maintains attachments. Licensee
shall carry Comprehensive General Automobile Liability Insurance and Comprehensive
General Liability Insurance, including Broad Form Contractual Liability, to protect the
parties hereto from and against any and all claims, demands, actions, judgments, costs,
expenses and liabilities of every name and nature which may.arise or result, directly or
indirectly, from or by reason of such loss, injury or damage. The amounts of such
insurance, against liability due to damage to property shall be Three Hundred Thousand
Dollars ($300,000) as to any one occurrence, and against liability due to injury to or death
of persons One Million Dollars ($1,000,000) as to any one person and Three Million Dollars
($3,000,000) as to any one occurrence. Licensee shall also carry such insurance as will
protect it' from all claims under any Worker's Compensation Laws in effect that may be
applicable to it. All insurance required shall remain in force for the entire life of this
Agreement and the company or companies issuing such insurance shall be approved by
Licensor. Licensee shall furnish completed C. ertificate of Insurance (Licensor Form 1364)
by each Company insuring Licensee to the effect that it has insured Licensee for all
liabilities of Licensee under this Agreement and that it will not cancel or change any
policy of insurance issued to Licensee except after ten (10) days notice to Licensor.
i0. Licensee may at any time remove its attachments from any pole or poles
of Licensor, but shall immediately give Licensor written notice of such removal in the
form of Exhibit B, hereto attached and made a part hereof. No refund of any rental will
be due on account of such removal, nor proration made for less than one-half year.
11. Upon notice from Licensor to Licensee that the use of any pole or poles
is forbidden by state, county, or municipal authorities or property owners, the permit
covering the use of such pole or poles shall immediately terminate and the cables, wires
and appliances of Licensee shall be removed at once from the affected pole or poles.
12. If Licensee shall fail to comply with any of the provisions of this
Agreement, including the requirements and specifications hereinbefore referred to, or
default in any of its obligations under this Agreement and shall fail within thirty (30) days
after written notice from Licensor to correct such default or non-compliance, Licensor
may, at its option, forthwith terminate this Agreement or the permit covering the poles
as to which such default or non-compliance shall have occurred. In case of such
termination a proportionate refund of all prepaid rentals shall be made.
-3-
13. Bills for inspections, surveys, expenses and other charges under this
Agreement, except those advance payments specifically covered herein, shall be payable
within thirty (30) days after presentation. Non-payment of bills shall constitute a default
going to the essence of this Agreement and shall entitle Licensor to immediately cancel
this Agreement, at the option of the Licensor.
It*. Failure to enforce or insist upon compliance with any of the terms or
_~onditions of this Agreement shall not constitute a general waiver of relinquishment of
any such terms or- conditions, but the same shall be and remain at all times in full force
and effect.
15. Nothing herein contained shall be construed to confer on Licensee an
exclusive right to make attachments to Licensor's poles in the area covered by this
Agreement and any supplement thereto, and it is expressly understood that Licensor has
~he unconditional right to permit any other person, firm or corporation to make
attachments to the same poles in that area covered in this Agreement and supplements
~hereto.
I6; Licensee shall not assign, transfer or sublet the privileges hereby granted
without the prior consent in writing of the Licensor.
17. No use, however extended, of Licensor's poles, under this Agreement,
,shall create or vest in Licensee any ownership or property rights in said poles, but
Licensee's rights therein shall be and remain a mere license. Nothing herein contained
ghall be construed to compel Licensor to maintain any of said poles for a period longer
than demanded by its own service requirements. The Licensor reserves the right to deny
the licensing of any poles to the Licensee for any reason whatsoever (within the sole
discretion of the Licensor).
18. The term of this Agreement shall end on A.~ugust 31, 1987, and commence
.o.n the effective date of this Agreement, which shall be ~ . September 1 .~ 1980, and
if not terminated in accordance with the provisions of Section 13 shall be extended
automatically for additional one (1) year terms at Licensor's option except that either
party may terminate the Agreement by having given the other party 30 days written
0otice. Upon termination of the Agreement in accordance with any of its terms, Licensee
~l~all immediately remove its cables, wires and appliances from all poles of Licensor. If
not so remoVed, Licensor shall have the right to r~move them at the cost and expense of
Licensee and without any liability therefor.
19. Subject to the provisions of Section 17 hereof, this Agreement shall
extend to and bind the successors and assigns of the parties hereto.
20. Notwithstanding the provisions of Paragraph 19 of this Agreement, it
shall be automatically terminated one year after the date hereof in the event that
Licensee shall fail to commence making cable attachments on that date.
21. In consideration of the mutual promises contained herein, Licensee does
.~ereby waive forever any and all claims against the Licensor arising from or out of any
~ransactions or undertakings between them prior to the effective date of this Agreement.
22. Licensee shall pay to Licensor, for attachments made to poles under this
Agreement a rental at the rate of $2.29 per pole commencing on November 29, 1983,
~hrough and including November 30, 1987. On December 1, 1987, the rate shall be
adjusted to reflect a rate calculated on the latest pole cost data compiled to Licensor.
213180
That rate shall remain in.effect until 3une l, 198g, at which time it shall be adjusted in
accordance with the most recent pole cost data compiled by Licensor, and such
adjustments shall be made on 3une 1, each year thereaiter that this Agreement remains in
effect. Semiannual rental payments shall be made in advance based upon the number of
poles on which attachments are being maintained on the /irst day of December and the
lirst day of 3une, respectively, The payment of rental hereunder shall include such
prorata amount as may be due /or the increased attachments to poles since the next
previous billing date. An attachment to any pole of Licensor without application for a
permit shall, at the discretion oi Licensor, be deemed to have been made on the effective
date of this A§re~nent.
IN WITNESS WHEREOF, the parties hereto have caused these presents to be
duly executed the day and year first above written.
FLORIDA POWER & LIGHT COMPANY
Attest
FAIRBANKS COMMLS~ICATIONS, INC.
d/b/a Leadership Cablevision
~'}C~ President
(CATV Corporate~~~'~ ~
-5-
EXHIBIT A
APPLICATION AND PERMIT*
(NO MAKE READY REQUIRED)
,19
CATV Corporate Name
In accordance with the terms oi Agreement dated , 19 ,
application is hereby made for license to make attachments to the following poles.
Location City: County: Florida
Pole Numbers Pole Locations (Describe fully - attach separate sheet if necesary)
Title
Licensee
* License Granted
License Denied Under Paragraph 18
,19
,19
By
Title
Licensor
Permit Number
Total Previous Poles
Poles This Permit
New Total, Poles
This permit automatically expires 60 days after date of approval if no attachments are
made and is subject to field conditions and facilities on each pole at the time
attachment is made. Licensee shall be required to bear any and all "make ready" costs
necessitated by previous attachments.
EXHIBIT A-1
APPLICATION AND PERMIT*
(MAKE READY REQUIRED)
,19
.. CATV Corporate Name
In accordance with the terms of Agreement dated , 19 ,
application is hereby made for license to make attachments to the lollowing poles.
Location City: County: Florida
Pole Numbers Pole LOcations (Describe fully - attach separate sheet if necesary)
By
Title
Licensee
* License Granted , 19
(Subject to your approval of the attached estimated
cost to you of $ payable in advance).
License Denied Under Paragraph
,19
By
Title
Licensor
Permit Number
Total Previous Poles
Poles This Permit
New Total, Poles
This permit automatically expires 60 days after notification in writing to Licensee by
Licensor that make ready work has been completed,
EXHIBIT B
NOTIFICATION OF REMOVAL
,19
CATV Corporate Name
In accordance with the terms of Agreement dated
please cancel from your records the following poles covered by Permit No.(s)
from which attachments were removed on ., 19 .
, 19 ,
Location City: County: Florida
Pole Numbers
Permit No.
Pole Location
Title
Licensee
Notice Acknowledged
By
,19
Title
Licensor
Notice Number
Total Poles Discontinued This Notice
Poles Previously Vacated
Total Poles Vacated to Date
!
EXHIBIT C
NOTIFICATION 'OF ATTACHMENT BY LICENSEE
,19
CATV Corporate Name
In ac~-ordance with the terms oi Agreement dated , 19 ,
notification is hereby given that attachments were made to the iollowing poles during' this
.calendar month.
Location City: County: Florida
Pole Numbers
.Permit No.
Pole Location
By
Title
Licensee
Notice Acknowledged
By
,19
Title
Licensor
Notice Number
Total Attachments Added This Notice
Total Previous Attachments
Total Attachments to Date
All of HiatUs Lot 6 lying West of Old Congress Avenue,
Township 44 ½ South, Range'43 East; All of Hiatus Lots
1, 2, 3, 4, 5 and 6, Township 44 ½, Range 42 East; All
of Hiatus Lots I and 2, Township 44 ½, Range 41 East;
All of Section 6 lying West of Old Congress Avenue and
Congress Avenue and all of. Sections 7, 18, 19, 30 and
31 lying West of Congress Avenue, Township 45 South
~ng~ ~3 ~s~, All ~f Sections I through and including
ma, ~ownsn~p 45 South, Range 42 East; All of Sections
1, 2, 11, 12, 13, 24, 25 and 36, Township 45 South,
Range 41 East; All of Sections 14, 23 and 26 lying East
of the Loxahatchee National Wildlife Refuge; Alt of
Sections 3, 4, 5, 6, 7, 8, 9, 16, 17, 18, 19, 20, 21,
28, 29, 30, 31, 32, 33, Township 46 South, Range 43
East; All f ~'
A? .Se~?~o~s 1 through and including 36,
Township ~ aou:n, Range 42'East; All of SeCtions 1,
12, 13, 24, 25, 26, 35 and 36 lying East.of the
Loxahatchee Natienal Wildli. fe Refuge, Township 46
South, Range 41 East; All of Section 6 lyin!! West of
Congress Avenue, TOwnship ~7 South, Range 43 East; All
of Section 7 lying West of the Seaboard Coast Line
Railroad, Township 47 South, Range 43 East; All of
Sections 1, 2,3, 4, 5, 6,7, 8, 9, 10, 11 and 12,
Township.~47 South, Range 42 East; All of Sedtion 13
lying West of Seaboard Coast Line Railroad and North
.of Glades Road, Township 47 South, Range 42 East; All
of Sections 14, 15, 16, 17 and 18 lying North of State
Road 808 ~Glades Road and 6oca katon West Road), Ail
of Sections 1, 2, 11, 12, 13 and 14 lying East of the
Loxahatchee National Wildlife Refuge, Township 47
South, Range 41 East.
And also all county area between the Town of Gulf
Stream on the South and the Town of Ocean Ridge on the
North and the Atlantic Ocean on the East and Lake
Worth on the West.
EXHIBIT D
TITLE PAGE
LICENSE AGREEMENT FOR POLE AI-I'ACHMENTS AND/OR CONDUIT OCCUPANCY IN
FLORIDA
(AREA/STATE)
BETWEEN
SOUTHERN BELL TELEPHONE AND TELEGRAPH COMPANY
(LICENSOR)
AND
FAIRBANKS CABLE OF FLORIDA, INC.
(LICENSEE)
d/b/a LEADERSHIP CABLEVISIQ~
TO SERVE
1. Gulfstream
2. Delra¥ Beach
3. Ocean Ridge
4. Unincorporated Palm Beach County
EXHIBIT G
Southe'rn Bell Pole Attachment Agreement
CONTENTS
ARTICLE
I
II
III
IV
V
VI
VII
VIII
-IX
X
XI
XII
XIII
XIV
XV
XVI
XVII
XVIII
XIX
XX
XXI
XXII
APPENDICES
I
II
III
EXHIBIT
PAGE
Preface -'I-"
Definitions 3
Scope of Agreement 5
Fees and Charges . 5
Advance Payment 6
Specifications 7
Legal Requirements 8
Issuance of Licenses 8
Make-Ready Work 9
Construction, Maintenance and Removal 12
of Communications Facilities
Termination of Licenses 16
Inspection of Licensee's Communications 16
Facilities
Unauthorized Attachnent, Utilization, 17
or Occupancy
Security Interest 17
Liability and Damages 18
Insurance 19
Authorization Not Exclusive 20
Assignment of Rights 20
Failure to Enforce 21
Termination of Agreement 21
Term of Agreement 22
Notices · 22
Supersedure of PreviOus Agreement(s) 23
Schedule of Fees and Charges
Multiple Pole Attachment and Conduit Occupancy License
Applications
Administrative Forms and Notices
Map of Area covered by Agreement
-!- 3/83
· - i
LICENSE AGREEMENT
19 ~'~ between soUTHERN BELL TELEPHONE AND ~ELEGRAPH CCHPANY a corporation
organized and existing under the !a~s of the State of New York· having its
principal office in the City of Atlanta, Georgia, hereinafter call Licensor,
agd F~IRBANKS CABLE OF FL0~IDA, INC. d/b/a I.~DERSHIP CABLEVISION
· a corporation (partnership, or other legal entity)
organized and existing under the la~s of the State of FLORIDA
having its principal office in the city of DELRAY BEACH '
hereinafter called LiCensee: '
WITNESS ETH:
WHEREAS, LicenSee proposes to furnish communications services in THOSE
POLITICAL ENTITLES IN TIlE STATE OF FLORIDA AS SHOWN ONTHE TITLE PAGE OF
THIS AGREEMENT AND ANY AMENDMENTS SUBSEQUENT TO THE DATE OF THIS AGREEMENT
being more particularly sho~n on the attached maps designated as Exhibits
A; and
WHEREAS, Licensee desires to place and maintain aerial and underground
communications facilities vithin the area described above and desires to
place such communications facilities on poles, anchors· and in the conduit
system of Licensor; and
WHEREAS, Licensor is willing to permit, under certain conditions on a
revocable, nonexclusive license basis, to the extent it may lawfully do so,
the placement of said communications facilities on or ~rlthin Licensor's
facilities ~here reasonably available in the area described above and vhere
such use will not interfere ~rlth Licensor's service requirements or the use
of its facilities by others;
NOW THEREFORE, in consideration of the mutual covenants, terms and
conditions herein contained, the parties do hereby mutually covenant and
agree as follows:
ARTICLE I
A) Anchor
DEFINITIONS
As used in this Agre~Aent:
An assembly (rod and fixed object or plate owned solely or in part
by the Licensor or by others), designed to resist the pull of a guy
-- strand, for which the Licensor is responsible for authorizing the
attachment of Licensee's comunications facilities.
B) ; Conduit
c)
A structure, usually underground,.contatning one or more ducts.
Conduit OccUpancy
Occupancy of a conduit system by any item of Licensee's conm~ntca-
Lions facilities.
D) Conduit System
E)
Any combination of ducts, conduits, manholes, handholes, and vaults
Joined to form an integrated whole, which is owned solely or in part
by the Licensor.
Duct
A single enclosed raceway for wire conductors or cables.
F) ~uy Strand
A metal cable attached to a pole and anchor (or another pole) for
the purpose of increasing pole stability.
O) Joint Owner
A person, firm, corporation or other legal entity sharing ownership
of a pole and/or anchor with Licensor.
H) Joint User
A joint owner or party which may attach to a pole or anchor or
occupy a conduit either'solely or.partially owned by the Licensor,
in return for granting the Licensor equivalent rights of attachment
to poles, anchors and/or occupancy of conduit which it owns, either
solely or partially. In this case, FAIRBANKS CABLE OF FLORIDA, INC.,
d/b/a LEADERSHIP CABLEVISIO, N.
Licensee's Communications Facilities
All facilities, including but not limited to cables, equipment and
associated hardware, owned and utilized by the Licensee which are
attached to a pole or anchor.or occupy a conduit system.
-3- 3/83
lqanhol ·
A subsurface enclosure which personnel ll~y enter and use for.the
purpose of Installing, operating and maintaining co~unicatto~s
facilities.
K) ~14ake-Ready gork
All work, Including but not 11mtted to rearrangement and/or transfer
of extsttng faclllties, replacement of a pole or Other changes
required to acc~mnodate the Licensee's co~nunications facilities on
a pole. anchor or tn a conduit systec.
L) Preltcense Survey
,)
N)
o)
p)
Rll work required, including fteld Inspection and administrative
processing, to determine the make-ready work necessary to
date Licensee's coam~ntcattons facilities on a pole, anchor or tn a
duct.
tPole
A pole owned solely or tn part by the Ltcensor and/or by others for
which Licensor ts responsible for authorizing the attachment of
Licensee'S co~nuntcations facilities.
Attachment
Rny 1tern of Licensee's con~nuntcattons facilities afftxed to a pole.
Servtce,Requlrements
Are multitudes of situations causing activity on the part of either
party's employees, kcttvtty of importance to this agreement
eludes new construction, removal of existing facilities and
transfer, and/or rearrangement of existing facilities. This
activity may be caused by, but is not limited to, increased plant
retirements, emergencies, third party attachments, changes Jn plans,.
etc.
Rearrangement of Attachments
Is the moving of attachments from one position to another on the
same pole.
Transfer of Attachments
Is the moving of attachments' from one pole a~d placing of these onto
another pole.
-4- 3/83
ARTICLE II
SCOPE OF AGREEMENT
A)
B)
Subject to the provisions of this Agreement, Licensor agrees ~o
issue to Licensee for any lawful co,~unications purpose, revocable,
nonexclusive licenses authori~ng the attachment of Licensee's com-
munications facilities to poles or anchors, the utilization of
anchor/guy strands, or the placement of Licensee's conmmnications
facilities in Licensor's conduit system within (general description
of area)THOSE POLITICAL. ENTITIES Ill THE STATE OF FLORIDA AS SHOWt~ ON
THE TITLE PAGE OF THIS ~GREEMENT AND AllY AMEND[IENTS SUBSEOUE~T TO
THE DATE OF THIS AGREEMENT.
~o use, however extended, of poles, anchors, anchor/guy strands or
conduit.'systems or payment of any fees or charges required under
this Ag6eement shall create or vest in Licensee any easements or any
other ownership of property rights of any nature in such poles,
anchors, guy strands or conduit systems. Licensee's rights herein
shall be and remain a mere license. Neither this Agreement nor any
license granted hereunder shall constitute an-assignment of any of
Licensor's rights to use the public or private property at locations
of such poles, anchors, guy strands and conduit systems.
c)
D)
'E)
Licensor's right to locate and maintain its poles, anchors, guy
strands, and conduit systems and to operate its facilities in con-
junction therewith in such a manner as will best enable it to ful-
{ill its own service requirements is in no manner limited by this
Agreement.
Nothing contained in this Agreement shall be construed to compel Li-
censor to construct, reconstruct, retain, extend, place or maintain
any pole, anchor, guy strand, duct or other facility for use by the
Licensee not needed for Licensor's own service requirements.
Nothing contained in this Agreement shall be construed as a limita-
tion, restriction, or prohibition against Licensor with respect to
any agreement or arrangement which Licensor has heretofore entered
into, or may in the future enter into, with others not parties to
this Agreement regarding the poles, anchors, guy strands, and
conduit systems covered by this Agreement. The rights of Licensee
shall at all times be subject to any such existing and future
agreement or arrangement.
ARTICLE III
FEES AND CHARGES
A)
Licensee agrees to pay to Licensor all fees and charges applicable
in connection with the attachment of its communications facilities
to a pole, anchor; utilization of an anchor/guy strand, or occupancy
of a conduit system as specified in APPENDIX I.
-5- 3/83
B)
c)
o)
F)
A)
B)
Where Licensor's con~nunication facilities are attached to poles or
anchors owned by power distribution companies or authorities or any
othercompany or authority and where presurvey and/or make-ready
work is required by Licensor on said poles to accon~odate Licensee's
facilities, Licensee Shall pay the Licensor for all such work in
· accordance with the provisions of this Agreement in the same manner
as if the poles or anchors belonged to Licensor.
Nonpayment of any amount due under this Agreement shall constitute a
default by Licensee of this Agreement.
Whereas Licensor desires to protect the interest of its rate payers,
employees, and shareholders, Licensor may require a bond in a form
satisfactory to Lieensor or other satisfactory evidence of financial
security in such amount as Licensor from time to time may requite to
guarantee the performance of all Licensee obligations, hereunder.
The amount of the bond or financial security shall not operate as a
limitation upon the obligations of the Licensee hereunder; and
At the expiration of one year from the date ~f this Agreement, and
at the end of each September thereafter, changes in the amount of
the fees and charges specified in Appendix I may be made by Licensor
upon at least 60 days prior written notice to Licensee, and Licensee
agrees to pay such changed fees and charges. Notwithstanding any
other provision of this Agreement, Licensee may terminate his
Agreement at the end of such noti~ce period if the change in fees and
charges is not acceptable to Licensee, by giving Licensor written
notice of its election to terminate this Agreement at least 10 days
prior to the end of such notice period.
Licensee shall pay all applicable fees and charges due within 30
days after receipt of the bill.
Amendments t~ fees and charges shall be effected by the separate
execution of APPENDIX I which shall become a part of and be governed
by the terms and conditions of this Agreement.
ARTICLE IV
ADVANCE PAYMENT
Licensee shall make an advance payment to the Licensor prior to:'
1) any undertaking by Licensor of a prelicense survey or the
administrative processing portion of such a survey in an amount
specified by Licensor sufficient to cover the estimated charges
for completing the specific work operation required, and
2) performance by Licensor of any make-ready work required in an
amount specified by Licensor sufficient to cover th~ estimated
charges for completing the required make-ready work.
The amount of the advance payment required (Appenuix III, Form B-l)
will be credited against the payment due the Licensor for
3/83
c)
o)
performing the preltcense survey or portion thereof and/or make-
ready work or having it performed by others.
Where the advance payment is less than the charge by the Licensor
for such work, Licensee agrees to pay Licensor within 30 days of
receipt of the bill all sums due in excess of the amount of the
advance payment.
Where the advance payment exceeds the charge by the Licensor for
such work, Licensor shall refund within 30 days of issuance of the
bill the difference to Licensee.
ARTICLE V
SPECIFICATIONS
A)
B)
Licensee's communications facilities shall be placed and maintained
in accordance with the requirements and specifications of the cur-
rent editions of the Bell System Manual of Construction Procedures
(Blue Book), the National Electrical Code {NEC),'the National Elec-
trical Safety Code (NESC), all of which are incorporated by refer-
ence in this Agreement, the rules and'regulations of the Occupa-
tional Safety and Health Act (OSHA) and any governing authority
having jurisdiction over the subject matter. Where a difference in
specifications may lexist, the more stringent shall apply,
If any part of Licensee's communications facilities is not placed
and maintained in accordance with A) preceding, and Licensee has not
corrected the violation within 60 days from receipt of written
notice thereof from Licensor, Licensor may at its option correct
said condition. Licenso~will attempt to notify Licensee in writing
prior to performing such work whenever practicable. However, when
in the opinion of the Licensor such conditions pose an immediate
threat to the safety of the Licensor's employees or the public, in-
terfere with the performance of the Licensor's service obligations,
or pose an immediate threat to the physical integrity of the Licen-
sor's facilities, the Licensor may perform such work and/or take
such action that it deems necessary without first giving written
notice to the Licensee and without subjecting itself to any liabil-
ity. As soon a~ practicable thereafter, Licensor will advise Li-
censee in writinq of the work performed or the action taken and will
endeavor to arrange for reaccon~odation of Licensee's facilities so
affected. The Licensee shall be responsible for paying the Licensor
for all costs incurred by the Licensor for all work, action, and re-
accommodation performed by Licensor under this subsectton.
ARTICLE VI
A)
LEGAL REQUIREMENTS
Licensee shall be' responsible for obta(ning from the appropriate
public and/or private authority any required authorization to
construct, operate and/or maintain its communications facilities on
-7- 3/83
6)
C)
A)
8)
public and/Or ~rtvate property before it attaches its communications
facilities to poles and anchors, utilizes anchor/guy strands or
occupies conduit located on such public and/or private property. In
the absence of evidence satisfying the above, Licensor reserves the
right to revoke or refuse to issue a license.
No license grbnted under this Agreement shall extend to any pole,
anchor, guy strand or portion of a conduit system where the attach-
ment or placement of Licensee's communications facilities would
result in a forfeiture of rights of Licensor, or joint users, to
occupy the property on which such poles, anchors, guy strands or
conduit systems are located. If the existence of Licensee's commu-
nications facilities on a pole, anchor, guy strand, or in a conduit
system would cause a forfeiture of the right of the Licensor or
joint user, or both, to occupy suc~ property Licensee agrees to-
remove its communications facilities forthwith upon receipt of
written notification from the Licensor. If said communications
facilities are not so removed, Licensor may perform and/or have
performed such removal after the expiration of 60 days from the
receipt' of said written notification without liability on the part
of the Licensor.and L~censee agrees to pay Licensor or joint user or
both, the'c°st ~hereof and for all-losses and ~amages that may
result.
The parties hereto shall at all times observe and comply with, and
the provisions of the Agreement are subject to, all,laws, ordi-
nances, and regulations'which in any manner affect the rights and
obligations of the parties hereto under this Agreement, so long as
such laws, ordinances or regulations remain in.effect.
ARTICLE VII
ISSUANCE OF LICENSES
Before Licensee shall attach to any pole, anchor, utilize any
anchor/guy strand, or occupy any portion ora conduit system,
Licensee shall make written application for and have received
written license from the ~icensor. {Appendix III, Forms A-1 and
and/or 0-1 through D-4). .'-
Licensee agrees to limit the fi:ling of applications for attachment
licenses to include not more than 300 potes, 300 associated anchors
and/or anchor/guy.utilizations-on any one application and 1500
poles, 1500 associated anchors and/or anchor/guy utilizations on all
applications which are pending approval by Licensor at any one time.
Such limitations will apply to poles, anchors and anchor/guy strands
located within a single plant construction district of Licensor.
Licensor, in its sole judgment, may permit-the preceding limitations
.to be exceeded if so requested in writing by the Licensee when the
circumstances of a particular job warrant such. Licensee further
agrees to designate a desired priority of completion of the prell-
tense survey and make-ready work for each application relative to
-8- 3/83
A)
all other of its applications on file with Licensor at the same
time.
ARTICLE VIII
MAKE-REAOY WORK
Poles, Anchors, Guys
When an application for attachment (Appendix III, Form A-1) to a
pole, anchor or utilization of an anchor/guy strand is submitted
by Licensee, a prelicense survey will be required to determine
the adequacy of the existing poles, anchors, and/or guys to ac-
commodate Licensee's con~nunications facilities. Utilization of
the existing available capacity of an anchor/guy strand, when
such utilization does not result in a reduction of the holding
capacity below the level normally required by the Licensor for
safety or other purposes will be permitted a~ the option of the
Licensor and upon agreement by the Licensee to payment of the
charges as specified in APPENDIX I.
2) The field inspection portion of the prelicense survey, which
requires the visual inspection of existing poles, anchors and guy
strands, will be performed by a representative of the Licensor
unless by mutual agreement, it is decided that a representative
of the Licensee may conduct this portion of the prelicense sur-
vey. Joint users ~nd/or Licensee may participate in the field
inspection at the option of the Licensor.- The administrative
processing port~on of the prelicense survey, which includes the
processing of the application, the preparation of the make-ready
work orders, the coordination of work requirements and schedules
with joint users and other attachees and the random field verifi-
cation of any field inspection results data developed and fur-
nished to the Licensor by the Licensee will be performed by the
Licensor.
Before the Licensor performs any portion of the Prelicense
survey, the Licensor will advise the Licensee in writing of
the estimated charges that will apply and receive written
authorization and advance payment,-as provided for in Article
IV, from the Licensee (Appendix III, Form B-l). Licensee
shall have 90 days from receipt of Form B-1 to make the re-
quired payment and indicate its written authorization for
completion of the required prelicense survey and acceptance
of the resulting charges. Failure to respond in the
specified period will result in cancellation of the
application.
(b) When the'Licensee performs the field inspection portion of
the prelicense survey the field inspection results data will
be furnished to the'Licensor in a format specified'by the
Licensor and according to standards of. accurJcy and
completeness satisfactory to the Licensor. In view of
.. -9- 3/83
Licensor's common carrier obligations to matntatn safe,
adequate service, Licensor retains the right to redo the
fleld Inspection portion of the prelicense survey if tn the
sole Judgment of the Licensor the data furnished by the
Ltcensee does not comply with the performance standards as
prescribed by the Licensor. The Licensee shall pay the
Licensor for thetotal expense incurred by the Ltcensor to
redo the field inspection.
3) Licensor reserves the right to refuse to grant a license for at-
tachment to a pole or anchor, or utilization of an anchor/guy
strand when Licensor determines that the available capacity on
such pole, anchor and/or guy strand is required for its exclusive
use or that of a joint user or governmental entity with pole at-
tachment rights and that the pole, anchor, or guy stranq may not
reasonably be rearranged or replaced to accommodate Licensee's
commuhications facilities;
In the event Licensor determines that a pole and/or anchor to
which Licensee desires to attach or an anchor/guy strand which
Licensee desires to utilize is inadequate dr otherwise needs
rearrangement of the existing facilities thereon to accommodate
the Licensee's communications facilities, Licensor will advise
the Licensee in writing of the estimated make-ready charges that
will apply (FOrm B-1).
Licenseeoshall have 90 days from the receipt of Form B-! to make
the required payment and indicate its written authorization for
completion of the required make-ready work and acceptance of the
resulting charges. Failure to respond in the specified period
will result in cancellation of the application.
Make-ready work will be performed by the Licensor following re-
ceipt of the required written authorization and advance payment
from the Licensee. Licensee shall pay the Licensor for all
make-ready work completed in accordance with the provisions of
this Agreement and Licensee shall make arrangements with the
owners of other facilities attached to Such poles and/or anchors
regaroing reimbursement for any expense incurred by them in
transferring or rearranging their facilities to make such at-
tachment accon~nodations available. Licensee shall not be en-
titled to any monies paid to the Licensor for pole, anchor or guy
strand replacements or for rearrangement of facilities on a pole
or anchor by reason of the use by the Licensor, joint user,
governmental entity or other authorized Licensees of any addi-
tional capacity resulting from such replacement or rearrangement.
License applications received by Licensor from two or more
Licensees for attachment to the same pole, anchor, or utilization
of the same anchor/guy strand will be processed by Licensor in
accordance with the procedures detailed in APPENDIX II.
7) Whenever it is necessary for Licensor to replacetts pole to ac-
commodate Licensee's communications facilities, Licensor will
-10- 3/83
~rant Licensee the option, where possible and acceptable to the
Licensor and joint user. to become the owner of the pole and its
aeiociated guys and/or anchors, upon payment of all replacement
co,ts on a fully installed basis. ThiS option is subject to the
further conditions that:
Licensee grants Licensor and any existing joint user or au-
thorized attachee the right to attach their respective
facilities to such replacement pole and/or associated anchor
upon the same terms and conditions as set forth in this
Agreement, and, .
(b).Any governmental entity having attachment'rights to said pole
and associated anchor shall be granted similar attachment
r~ghts under the same terms and conditions as apply to the
pole being replaced.
Should Licensee exercise this option and become the owner of the
pole and associated guy strands and/or anchors, it agrees to
maintain the pole and associated guy strands and/or anchors in a
safe and serviceable condition for attachment of Licensor and
joint user facilities for as long as Licensee owns an interest in
the pole.
8) Licensee shall notify Licensor whenever it is necessary for Li-
censor to rearrange its existing facilities on a pole or anchor
owned by another party br transfer its facilities to a replace- -
ment pole or anchor owned by another party in order to accommo-
date the Licensee. The cost of such rearrangement and/or trans-
fer will be included in the make ready work for which Licensee
shall pay Licensor.
B) Conduit System
When an-application for conduit occupancy is submitted by ~he Li-
censee, a prelicense survey by the Licensor will be required to
determine the availability of the conduit system to accommodate
Licensee's communications facilities. Licensor will advise the
Licensee in writing of the estimated charges that will apply for
such prelicense survey and receive written authorization and ad-
vance payment (as provided for in Article IV) from the Licensee
before undertaking such a-survey (Form B-I). A representative of
the Licensee may accompany the Licensor's representative on the
field inspection p~rtion of such prelicense survey. Licensee
shall have 90 days from receipt of Form B-1 to make the required
payment and indicate, its written authorization for-completion of
the required prelicense survey and acceptance of the resulting
charges. Failure to respond in the specified period will result
in cancellation of the application.
License applications received by Licensor from two or more Licen-
sees for occupancy of the same conduit system will be processed
by Licensor in accordance with the procedures detailed in AP-
PEHDIX II.
-11- 3/83
c)
3} The Licensor retains the right, in its sole judgment, to deter-
mine the availability of space in a conduit system. In the event
the Licensor. determines that rearrangement of the existtng
facilities in the conduit system is required before Licensee's
con~nunications facilities can be accommodated, Licensor will
advise the Licensee in writing of the estimated make-ready
charges that Wtll apply for such rearrangement work (Form B-[).
Licensee shall have 90 days from the receipt of FormB-! to make
the required payment and indicate its written authorization for
completion of the required make,ready work and acceptance of the
resulting charges:. Fail:ure to respond.within the specified
period wil~l resu]t t n cancel lation of the appl ication.
4) Should Licensor or any governmental entity with whom Ltcensor has
an agreement granting such entity priority access to and/or'occu-
pancy of Licensor's conduit system need, ~or its own service re-
quirements, any of :he conduit capacity occupied by Licensee's
communications facilitiesand, tf Licensor advises Li'censee that
Licensee's communications facilities can be accommodated other-
wise in Licensor's conduit system, Licensee shall be required to
rearrange its Communications facilities in the manner designated
by the Licensor and at the expensebf Licensee. If Licensee has
n~t So rearrangedits communi~ations facilities within 60 days of
receipt of writ:eh notice: from Licensor, Licensor may perform or
have performed:suCh rearrangemen~ Without'any liability on the
part of the Licensor and Licensee shall be liable for th~ full
costs thereof.
In performing all make-ready work to accommodate Licensee's-communi-
cations facilities, Licensor will endeavor to include such work in
its normal work load schedule.
ARTICLE IX
CONSTRUCTION, MAINTENANCE AND REMOVAL OF COMMUNICATIONS FACILITIES
A)
C)
Licensee shall, at its own expense, construct and maintain its
communications facilities on poles and/or anchors, a6d in conduit
systems covered by this Agreement in a safe condition and in a
manner acceptable to Licensor, so as not to physically conflict or
electrically interfere with the facilities attached thereon or
placed therein by the Licensor, joint users, or other authorized
licensees.
Licensor shall specify the point of attachment on each pole or
anchor to be occupied by Licensee's communications facilities.
Where communications facilities of more than one Licensee are
involved, Licensor will attempt to the extent practical, to
designate the same relative position on each pole or anchor for each
Licensee's communications facilities.
Licensee shall notify the Licensor in writing {Appendix'III, Form G)
at least 30 days before adding to, relocating, replacing or other.
· -12- 3/83
o)
£)
F)
G)
wise modifying its facilities attached to a' pole and/or anchor where
additional space or holding capacity may be required on either a
temporary or permanent basis. Maintaining and/or modifying existing
facilities and installing or removing service connections will not
require prior authorization or notice.
The Licensee must obtain prior written authorization (Appendix III,
Form G) from the Licensor approving of the work and the party per~
forming such:work before the Licensee shall install, remove, or
provide maintenance of its communications facilities in any of Li-
censor's conduit systems. Licensor shall not withhold such autho-
rization without good cause. Licensor retains the right to specify
what, if any, work shall be performed by Li6ensor at Licensee's
expense.
In each instance where Licensee's co~nunications facilities are Go
be placed in Licensor's conduit system, Licensor shall designate the'
particular duct{s) to be occupied, the location and manner in which
Licensee's communications facilities will enter and exit Licensor's
conduit system and the specific location and manner of installation
for any associated equipment which is permitted by Licensor to
occupy the ~onduit system. Licensor reserves the right to exclude
or limit the type, number and size of Licensee's communications
facilities which may be placed in Licensor's conduit system.
Licensor's manholes shall be opened only as permitted by Licensor's
authorized employees or agents. Licensee shall be responsible for
obtaining any necessary authorization from appropriate authorities
to open manholes and conduct work operations therein. Licensee's
'Jemployees, agents or contractors will be permitted to enter or work
in Licensor's manholes only when an authorized employee or agent of
Licensor is present or prior written authorization waiving this r~-
quirement i's granted by the Licensor. Licensor's authorized
employee or agent shall have the authority to suspend Licensee's
work opera-tions in and around Licensor's manholes if, in the sole
discretion of said employee or agent, any hazardous conditions arise
or any unsafe practices are being followed by Licensee's employees,
agents, or contractors. Licensee agrees to pay Licensor the
charges, as determined in accordance with the terms and conditions
of APPENDIX I, for having Licensor's employee or agent present when
Licensee's work is being done in and around Licensor's manholes.
The presence of Licensor's authorized employee or agent shall not
relieve Licen-see of its responsibility to conduct all of its work
operations in and around Licensor's manholes in a safe and
workmanlike manner, in accordance with the terms of this Agreement~
Should Licensor, joint user or governmental entity..having pole,
anchor or anchor/guy strand accon~odation rights, for its own ser-
vice requirements, need to attach additional facilities to any poles
or anchors to which~lcensee is attached or avail itself of the
holding capacity of an anchor/guy 'strand being utilized by the
Licensee, Licensee'will either rearrange-its facilities on the pole
or anchor or transfer them to a replacement pole or anchom, as
determined by Ltcensor so that the additional facilities of Llcen-
-13- 3/83
sor, joint user or governmental entity may be acco;=odated. The
cost of such rearrangement and/or transfer will be at the sole
expense of the Licensee. If Licensee does not 'rearrange or transfer
its communications facilities within 60 days after receipt of writ-
ten notice from Licensor requesting such rearrangement or transfer,
Licensor or joint-user may perform or have performed such rearrange-
ment or transfer without liability on the part of Licensor or joint
'user and Licensee shall be liable for the fuil costs thereof.
,)
Licensee, at its expense will remove its communications facilities
from poles, anchors, or portions of a conduit system within 60 days
after:
(1) termination ~f the license covering such attachment or conduit
occupancy; or
[2) the date Licensee replaces its'existing facilities on a pole
with the placement of substitute facilities on the same pole or
another pole, or replaces its existing f~cilities in one duct
with the placement of substitute facilities in another duct.
Licensee shall remain liable for and pay to the Licensor all fees
and charges pursuant to provisions of this Agreement until all of
Licensee's facilities are physically removed from such poles,
anchors and portions of conduit systems.
I)
If Licensee fails to remove l~s facilities within the specified
period, Licensor shall have the right to remove such facilities at
Licensee's expense and without any liability on the part of the
Licensor for damage to such facilities and/or without any liability
for any interruption of Licensee's services.
In the event Licensor desires at any time to abandon any of its
poles on which Licensee has a licensed attachment and is the only
attachee, Licensor shall give Licensee notice in. writing to that
effect at least sixty (60) days prior.to the date on which Licensor
intends to abandon such pole. At the expiration of said period any
license previously issued to Licensee by Licensor will automatically
terminate, and:
l) If no attachments remain on such pole, it shall be removed ~y
Licensor; or
2) If the Licensor shall have no attachments on such pole but the
Licensee does, Licensor may, without liability, remove Licensee's
attachments from such pole and remove the poles unless; ,.
a) Licensee presents to Licensor, for its files, a certified
copy of the county's plat book page where Licensee has re-
corded its right-of-way to the land surrounding the pole in
question, or
b} Licensee presents to Licensor, for its files, a copy of the
-14- 3/83
.. i
J)
K)
L)
rtght-of~vay permit Issued by the controlling governmental
organization, and
c) Licensee accepts from Licensor and pays a bill for purchase
of the'pole in question at a price determined by the
Licensor, then,
d)' Licensor shall transfer ownership of such pole to Licensee,
· and Licensee shall thereafter save harmless the Licensor from
all obligations, liability, damages, costs, expenses,.or
charges incurred because of, or arising out of, the presence
or condition of such pole or any attachments thereto.
In the event Licensor desires at any time to abandon any of its
poles on which a joint user has an attachment and on which Licensee
has a licensed attachment, Licensor shall.give both parties sixty
(60) days prior notice in writing of such intent, unless the Joint
Use Agreement applicable thereto requires a longer peri:od of notice
to the joint user, who sha~l be given the notice according to the
Agreement terms. At the expiration of said notification period, any
license previously issued by the Licensor to the LicenSee shall
automatically terminate, and:
1) If no attachments remain on such pole, it shall be removed by
Licensor; or
g) If the Licensor shall have no attachments on such pole but the
joint user and Licensee do, Licensor will transfer ownership of
said pole to the joint user in the 'manner described in the Joint
Use Agreement withQut further liability to the Licensor; or
3) If the Licensor shall have no attachments on such pole and the
joint user shall have no attachments on such pole but the
Licensee does, Licensor may, without liability, remove the pole
Unless the conditions in Il, g) a)or b) and c) then d) above are
met.
~hen Licensee's con~nunications facilities are removed from a pol&,
anchor or conduit system, no reattachment to the same pole or anchor
or replacement-in the same portion of a conduit system shall be made
until:
1) The Licensee has first complied with all of the provisions of
this Agreement as though no such pole Or anchor attachment or
conduit occupancy had previously been made, and
All outstanding charges due Licensor for suc~ previous attachment
and/or occupancy have been paid in full.
Licensee shall advise Licensor in writing as to the date on which
the removal of ilts communications facilities (rom each pole, anchor,
and/or portion of conduit system has been completed.
-15- 3/83
ARTICLE X
TERMINATION OF LICENSES
A)
8)
Any license issued under this Agreement shall automatically termi-
nate when Licensee ceases to have authority to construct and operate
its con~nunications facilities on public or private property at the
location of the particular pole, anchor, guy strand or portion of
conduit system covered by the license.
L~censee may at any time terminate its license with respect to the
attachment to a pole or anchor, utilization of an'anchor/guy strand
or occupancy of a portion of conduit system and remove its commu-
nications facilities by giving Licensor written notice of such
intention (Appendix III, Forms E & FI. Once Licensee's communi6a-
tions facilities have been removed they shall not be reattached to
such pole or anchor, utilize such anchor/guy strand or occupy the
same portion o~ a conduit system until Licensee has complied with
all provisions of this Agreement as though no previous license has
been issued.
ARTICLE XI
INSPECTION OF LICENSEE'S COMMUNICATIONS FACILITIES
A) Licensor reserves'the right to make periodic inspections of any part
of Licensee's communications facilities attached to Licensor's
poles, anchors, or occupying Licensor's conduit system, and Licensee
shall'reimburse Licensor for the expense of such inspections as
specified in APPENDIX I.
B) The frequency and extent of such inspection by Licensor will depend
upon Licensee's performance in relation to the requirements of ARTI-
CLES V, VII and IX herein.
C) Licensor will give Licensee advance written notice o~ such inspec-
tions, except in those instances where, in the sole judgment of Li-
censor, safety considerations justify the need for such an inspec-
tion without the delay of waiting until a written notice has been
forwarded to Licensee.
The making of periodic,inspections or the failure to do so shall not
operate to impose upon Licensor any liability of any kind whatsoever
nor relieve Licensee of any responsibility, o~ligations or liability
assumed under this Agreement.
ARTICLE XI, I
UNAUTHORIZED ATTACHMENT, UTILIZATION, OR OCCUPANCY
A)
I'f any of Licensee's con~nunications facilities shall be found
-16-
3/83
s)
c)
attached to poles or anchors,'utiltztng anchor/guy strands or oc-
cupying conduit systems for which no license is outstanding, Licen-
sor, without prejudice to its other rights or remedies under this
Agreement including termination of licenses of this Agreement, may
impose a charge and require Licensee to submit in writing, within 15
days after ~receipt of written notification from Licensor of the un-
authorized ~attachment, utilization, or conduit occupancy, a pole or
anchor attachment, anchor/guY strand utilization, or conduit occu-
pancy license application. If such application is not received by
the Licensor within the specified time period, Licensee may be
required at Licensor's option to remove its unauthorized attachment
or occupancy or cease its unauthorized utilization within 60 days of
the final date of submitting the required application, or Licensor
may at Licensor's option r~move Licensee's facilities without lia-
bility, and the expense of such removal shall be borne by Licensee.
For the purpose of determining the applicable charge, any unautho-
rized pole or anchor attachment, anchor/guy strand utilization or
conduit system occupancy shall be treated as having existed for a
period of 2 years prior to its discovery or for the period begin-
ning with the effective date of this License Agreement, whichever
period shall be the shorter.
The fees and charges as specified in APPENDIX I, shall be due and
payable forthwithwhether or not Licensee is permitted to continue
the pole or anchor attachment, anchor/guy strand utilization or
conduit occupancy.
Ho act or failure to act by Licensor with regard to said unlicensed
use shall be deemed as a ratification of the unlicensed use; and if
any license should be subsequently issued, said license shall not
operate retroactively or constitute a waiver by Licensor of any of
its rights or privileges under this Agreement or otherwise; provid-
ed, however, that Licensee shall be subject to all liabilities,
obligations and responsibilities of this Agreement in regards to
said unauthorized use from its inception.
ARTICLE XIII
SECURITY INTEREST
Should Licensor under any applicable Article of this Agreement remove Li-
censee's facilities from the poles, anchors, or conduit systems covered
· by this Agreement, Licensor will deliver to Licensee the facilities so
""'removed upon payment by Licensee of the cost of removal, storage and de-
livery, and all other amounts due Licensor. At anytime, licensee, upon
request of Licensor, shall grant Licensor a security interest in all of
Licensee's communications facilities now or hereafter attached to poles,
anchors, or placed in conduit systems pursuant to this Agreement, and
Licensee agrees to perform all acts necessary.to perfect Licensor's
security interest under the terms of the Uniform Commercial Code, or
applicable lien or security laws then in effect. If the terms' of
Licensee's loan agreements and debentures preclqde the grant of liens or
': -17- 3/83
security interests to Licensor, Licensee shall grant to Licensor, at
anytime, upon Licensor's request, other permissible assurance of security
for performance satisfactory ta Licensor to cover any such aforementioned
amounts due Licensor. Nothing In 'chis Article shall operate to prevent
Licensor from pursuing, at its option, any other remedies under this
Agreement or In law or equity, tn-eluding public or private sale of
facilities under security interest or lien.
ARTICLE XIV
.A)
LIABILITY AND DAMAGES
Licensor shall exercise precaution to avoid damaging the comnunica-
tions facilities of the Licensee and shall make an imediate report'
to the Licensee of the occurrence of any suc~ damage caused by its
employees, agents or contractors. Licensor agrees to reimburse the
Licensee for all reasonable costs incurred by the Licensee for the
physical repair of such facilities damaged by the negligence of
Licensor. However, Licensor shall not be liable to Licensee for any
interruption of Licensee's service or for interference with the
operation of Licensee's comunications facilities, or for 'any
special, indirect, or consequentipl damages arising in any manner,
including Licensor's negligence, out of the use of poles, anchors,
guy strands, or conduit systems or Licensor's actions or omissions
in regards thereto and Licensee shall indemnify and save harmless
Licensor from and against any and all claims, demands, causes of
action, cost~ and attorneys' fees of whatever kind resulting
therefrom.
c)
D)
Licensee shall exercise precaution to avoid damaging the facilities
of Licensor and of others attache~ to poles, anchors, or occupying a
conduit system and shall make an immediate report to the owner of
.facilities so damaged and Licensee assumes all responsibility for
any and all direct and indirect loss from such damage caused by
Licensee's employees, agents or contractors,
Licensee shall indemnify, protect and sage harmless the Licensor,
Licensor's other licensees, and joint users from and against any and
all claims, demands, causes of action, damages and costs, including
attorney's fees, incurred by the Licensor, the Licensor's other
licensees and joint users as a result of acts by the Licensee, its
employees, agents or contractors, including but not limited to the
cost of re-locating poles, anchors, guys, or conduit system
resulting from a loss of right-of-way or property owner consents
and/or the cost of defending those rights and/or consents.
The Licensee shall indemnify, protect and save harmless the Licen-
sor, Licensor's other licensees, and joint users from and against
any and all claims, demands; causes of actions and costs, including
attorneys' fees, for damages to property and injury or death to
persons, including but not limited 'to payments under any Worker's
Compensation Law..or under any plan for employee's disability and
death benefits, which may arise out of or be caused by the erection,
rearrangement, maintenance, presence, use or removal of Licensee's
.18- 3/83
E)
F)
facilities, or by their proximity to the facilities of all parties
attached to a pole, anchor and/or guy, or placed in a conduit
system, or by any act. or omission of the Licensee's employees,
agents or contractors on or in the vicinity of the Licensor's poles,
anchors, guys or conduit system.
The Licensee shall indemnify, protect and save harmless the Licen-
sor, Licensor's other licensees, and joint'users from any and all
claims, demands, causes of action and costs, including attorneys'
fees, which arise directly or indirectly from the construction and
operation of Licensee's facilities, including but not limited to
taxes, special charges.by others, claims and demands for damages or
loss from infringement of copyright, for libel and slander, f~r un-
authorized use of television or ~adio broadcast programs and other
program material, and from and against all claims, demands and
costs,'including attorney's! fees, for tnfringemen~ of patents with
respect to the construction, maihtenance, use and operation of Li-
censee's facilities in comb)ination with poles, anchors, guys,
conduit systems or otherwis'e. '
Licensee shall promptly advise the Licensor of all claims relating
to damage of property or injury to or death of persons, arising or
alleged to have arisen in any manner, directly or indirectly, by the
erection, maintenance, repair, replacement, presence, use or removal
of the Licensee's facilities. Copies of all accident reports and
statements made to LiceAsee's insurer by the Licensee or others
shall be furnished promptly to the Licensor.
ARTICLE XV
ZNSURANCE
A)
8)
Licensee shall obtain and maintain insurance, including endorsements
insuring the contractual liability and indemnification provisions of
this Agreement, issued by an insurance carrier satisfactory to
Licensor to protect the Licensor, other licensees, and joint users
from and against all claims demands, causes of action, judgments,
costs, including attorneys' fees, expenses and liabilities of every
kind and nature which may arise or result, directly or indirectly
from or by reason of such loss, injury or damage as covered in this
Agreement including ARTICLE XIV preceding.
The amounts of such insurance:
1)-against liability due to damage to property shall be not less
than $300,000 as to any one occurrence and $500,000 aggregate,
and
against liability due to injury or death of persons shall be not
less than $500,000 as to any one person and $1,000,000 as to any
one occurrence.
-19- 3/83
c)
D)
Licensee shall submit to Licensor certificates by each company
insuring Licensee to the effect that tt has insured Licensee for all
11abilities of Licensee covered by thts Agreement and that tt wtll
not cancel or change any such poltcy of insurance issued to Licensee
except after 60 days written notice to Licensor.
Licensee shall also carry such Insurance as will protect it from all
claims under any Worker's Compensation Law in effect that may be
applicable to it.
All insurance required tn accordance with B) and C) preceding must
be effective before Licensor will authorize attachment to a pole
and/or anchor, utilization of an anchor/guy strand or occupancy of
conduit system and shall remain tn force until such Licensee's fa-
cilities have been removed from all such poles, anchors, or condutt
system. In the event that the Licensee shall fail to matntatn the
required insurance coverage, Licensor may pay any premium thereon
falling due, and the Licensee shall forthwith reimburse the Ltcensor
for any such premium paid.
ARTICLE XVI
AUTHORIZATION NOT EXCLUSIVE
Nothing herein contained shall be construed as a grant of any exclusive
authorization, right or privilege to Licensee. Licensor shall have the
right to grant, renew and extend rights and privileges to 'others not
parties to this Agreement, by contract or otherwise, to use any pole,
anchor, guy, or conduit system covered by this Agreement.
ARTICLE XVlI
ASSIGNMENT OF RIG)ITS
A)
B)
Licensee shall not assign or transfer this Agreement or any license
or any authorization granted under this Agreement and this Agreement
shall not inure to the benefit of Licensee's successors or assigns,
without the prior written consent of Licensor. Licensor shall not
unreasonably withhold such consent.
In the event such consent or consents are granted by Licensor, then
the provisions of this Agreement shall apply to and bind the succes-
sors and assigns of the Licensee.
ARTICLE XVIII
FAILURE TO ENFORCE
Failure of Licensor to enforce or insist'upon compliance with any of the
terms or conditions_of this Agreement or to give notice or declare this
Agreement or any authorization granted hereunder terminated shall not
constitute a general waiver or relinquishment of any term or conditi'on of ,
-20- 3/83
t~is Agreement,. but the same shall be and remain at all times in full
force and effect.
I ·
ARTICLE XIX -~
TERMINATION OF AGREEMENT
A) Subject to provisions of Article XVII hereof, should Licensee cease
to provide its communications services in the area covered by this
Agreement, then all of Licensee's rights, privileges and authoriza-
tions under this Agreement, including all licenses issued hereunder,
shall automatically terminate as of the date following the final day
that such communications services are provided.
B) Licensor shall have the right to forthwith terminate this entire
Agre&ment or any license issued hereunder whenever Licensee is in
default of any term of this Agreement, including, but not limited
to, the following conditions:
(1) If Licensee's con~nunications facilities are used or maintained
in violation of any law or in aid of any unlawful act or
undertaking; or
(2) If Licensee attaches to any poles and/or anchors, utilizes any
anchor/guy strands, or occupies any portion of a conduit system
without having first been issued a license therefor; or
(3) If any authorization which may be required of the Licensee by
any governmental or private authority for the construction,
operation, and maintenance of the Licensee's con~nunications fa-
ci)ities is denied or revoked; or
(4) if the insurance carrier shall at any time notify Licensor or
Licensee that the policy or'policies of insurance, required
under ARTICLE XV hereof, will be cancelled or changed and if in
the-sole judgment of Licensor the requirements of ARTICLE XV
will no longer be satisf~ied, this Agreement shall terminate upon
the effective date of such cancellation or change.
C) Licensor will promptly 6otify the Licensee in writing of any condi-
tion(s) applicable to B) above. Licensee shall take immediate
corrective action to eliminate any such condition(s) and shall conr
firm in writing to Licensor within 30 days following receipt of such
written notice that the cited condition(s) has (have) ceased or been
corrected. If Licensee fails to discontinue or correct such condi-
tions and fails to give the required confirmation, Licensor may
immediately terminate this Agreement.
D) In the event of termination of this Agreement or any of Licensee's
rights, privileges or authorizations hereunder, Licensee shall
remove its communications facilities from Licensor's poles, anchors
and conduit system within six months from the date of termination;
provided, however, that Licensee shall be liable for and pay all
-21- 3/83
£)
F)
fees and charges pursuant ~o terms of this Agreement to Licensor
until Licensee's communications facilities are actuallx removed from
Licensor's poles, anchors and conduit system.
[f Licensee does not remove 1ts communications facilities from
Licensor's poles, anchors and conduit system within the applicable
time periods specified in this Agreement, Licensor shall have the
- .right to remove them at the expense of Licensee and without any
liability on the part of Licensor to Licensee therefor.
In the event any of the arrangements, fees and charges provided for
Under this:Agreement are hereafter offered under tariff filed by
Licensor and in effect with a regulatory commission, this Agreement
with respect to those arrangements, fees and charges shall terminate
and shall be superseded by said tariff. Said termination is to be-
come effective on the day preceding the day when .said tariff becomes
effective, and in such event with respect to those arrangements,
fees and charges not included in said tariff, the Licensee may at
its option within 60 days from the effective date of said tariff
terminate this Agreement.
ARTICLE XX
TERM OF AGREEMENT
A)
Unless sooner terminated as herein provided, this Agreement shall
continue in effect for a term of one year from the date hereof, and
thereafter until either party hereto terminates this Agreement by
giving the other party at least six months prior written notice
thereof. Such six months notice of termination may be given to take
effect at the end of the original one year period or thereafter.
B)
Termination of this Agreement or any licenses issued hereunder shall
not affect Licensee's liabilities and obligations incurred hereunder
prior to the effective date of such termination.
ARTICLE XXI
NOTICES
All written notices required under this Agreement shall be given by post-
ing the same in first class mail to Licensee as follows:
(Name)
(Title)
(Company}
IAddress)
City, State and Zip Code~
FAIRBANKS CABLE OF ~,OpTBA.INC.,d/b/a
LEADERSHIP CABLEVISTON
P. O. Box 250
234 N.E. 5th Avenue
Delray Beach, Florida 33444
305-272-2521
-22-
3/83
and to Ltcensor as fo11~s:
IName)
.Tttle)
Con, any
Addressl
City. State, and Ztp Code)
LICENSEAGREEHENT COORDINATOR
DISTRICT ST~FF MANAGER-SOUTH SECTOR
Southern Be~I'-T~I. '& Tel. Co.
P.O. BOX 390
'jACKSONV1LLE,.FLOR~DA, 32201
or to such address as the parttes hereto may from time to ttme spectfy tn
wrtttng.
ARTICLE XXII
SUPERSEDURE OF PREVIOUS AGREEMENT(S)
This Agreement supersedes all previous agreements, whether wrltten or'
oral, between Licensor and Licensee for attachment and maintenance of
Licensee's conrnuntcations facilities on poles, anchors, and in conduit
systems within the geographical area covered by this Agreement; and the~e
are ;no other provisions, terms or conditions to this Agreement except as
exp6essed herein, All currently effective licenses heretofore granted
pursuant to such previous agreements shall be subject to the terms and
conditions of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement
in duplicate on the day and year first above written.
/.'(Seal)
'~ Attest
/I , .- /'/..:.- .
,' Witness
/
Southern Bell Tel. & Tel. Co.
Nam~ 6f Licensor
BY: ~F~ 'Signature
· (_~ (Seal
_ Attes~ ~
/ Wi{ness
Its: ViCe President-Network/Florida
Title
FAIRBANKS CABLE OF FLORIDA, INC. d/b/a
LEADERSHIP CABLEVISTON
Name of Licensee
Signature
~/ Title ~
-23-
3/83
APPEND~ !
SCHEDULE OF FEES AND CHARGES
integral part of the License Agreement between Southern Bell Telephone and
Telegraph Company (Licensor) and FAIRBANKS CABLE OF FLORIDA, INC.
d/b/a LEADERSHIP CABLEVISION (Licensee)
dated and contains the fees and charges
governing the use of Licensor's poles, anchors, guy strands and conduit
systems by Licensee's communications facilities.
A)
Attachment, Utilization, and Occupancy Fees
1) General
a)
Attachment, utilization, and occupancy fees commence on the
first day of the calendar month following the date the Li-
cense is issued for such attachment, utilization or occupancy.
Such fees cease as of the final day of the calendar month
preceding the month in which the attachment or occupancy is
physically removed or the utilization is discontinued.
b)
A one month minimum charge is applicable for all attachment,
utilization and occupancy accommodations.
c)
Fees shall be payable semi-annually in advance on the first
day of January and July.
d)
The total attachment, utilization and occupancy fees due
hereunder, shall be based upon the number of poles, anchors,
guy strands and duct feet of conduit for which licenses have
been issued before the first day of June and the first day of
December each year. Each semi-annual payment shall include
a proration of the monthly attachment, utilization and occu-
pancy charges applicable for attachments, utilizations or
occupancy initially authorized by the Licensor during the
preceding six (6) month period.
2. Fees
Pole, Anchor, and/or Anchor/Guy Strand
Accommodations
Annual Fee
a) Per pole attached $ 3.90
b) Per anchor attached
c) Per anchor/guy strand utilized
*Fees for these items may be specified by Licensor in subsequent amendment
to Appendix I in accordance with Article III, D) and F) of Agreement.
-]-
3/83
Conduit Occupancy Accommodations
d) Per foot of duct occupied
e)
For the purpose ofdetemtntng the
duct feet chargeable the duct con-
sidered occupied shall be measured
'from the:
$ 0.32
APPENDXX !
B)
(i) center to center of adjacent manholes, or
(ii) center of manhole to the end of a duct not terminated tn
a manhole.
Charges
1) Computation
Charges for all work performed by the Licensor or by its autho-
rized representative in connection with the furnishing of.pole,
anchor, guy strand and conduit system accommodations as covered
by this Agreement shall be based upon the full cost, plus 10% of
such amount, to the Licensor for performance of such work. Such
charges will apply for, but not be limited to, prelicensesurvey,
make-ready work, inspection and removal of Licensee's communica-
tions facilities and supervision, at the option of the Licensor,
of Licensee performed work in and around the immediate vicinity
of a conduit system or pole.
2) Pole, anchor and/or guy strand replacements
The charge for replacement.of a pole, anchor or guy strand re-
quired to accommodate Licensee's communications facilities, in
accordance with ARTICLE VIII, A) 7) shall be based on Licensor's
fully installed costs less-:salvage value, if any.
C) Payment Date
Failure to pay all fees and charges within 30 days after presentment
of the bill therefor or on the specified payment date, whichever is
later, shall constitute a default of this Agreement.
FAIRBANKS CABLE OF FLORIDA, INC.
J/b/a LEADERSHIP CABLEVISION Southern Bell Tel. & Tel. Co.
Name of Licensee ~~ Licens~r -
Si gnat ute Si gnature
Its: Its: Vice President-Uetwork/Florida
~ Title ~ Title
/
/
Attest:
WttnessE'
IAPPROVED
S,'TRfor,-
[ATT
.~, -2- 3/83
Ail appendices not included due to volume.
provided upon request.
Copies will be
LEADERSHIP CABLEVISION
A DIVISION OF FAIRBANKS
COM}fONICATIONS, INC.
Financial Statements
December 31, 1987
GEO. S. OLIVE & CO.
CERTIFIED PUBUC ACCOUNTANTS
EXHIBIT H
GEO S. OLIVE & CO.
CERTIFIED PUBLIC ACCOUNTANTS
Board of Directors
Fairbanks Communications, Inc..
West Palm Beach, Florida
We have examined'the balance sheet of Leadership Cablevision (a division
of Fairbanks Communications, Inc.) as of December 31, 1987 and the related
statements of income and division equity and changes in financial position
for the year then ended. Except as explained in the following paragraph,
our examination was made in accordance with generally accepted auditing
standards and, accordingly, included such tests of the accounting records
and such other auditing procedures as we considered necessary in the
circumstances.
The accompanying financial information of Leadership Cablevision is
included in the financial statements of Fairbanks Communications, Inc. We
have examined and reported under separate cover on the financial statements
of Fairbanks Communications, Inc. for the years ended December 31, 1987 and
1986 and our report thereon which expressed an unqualified opinion was
dated February 29, 1988. The scope of our examination of the financial
statements of Leadership Cablevision was limited to a materiality level
relative to the financial statements of Fairbanks Communications, Inc.
Since our examination was limited to a materiality level relative to the
financial statements of Fairbanks Communications, Inc., the scope of our
work was not-sufficient to enable us to express, and we do not express, an
opinion on the financial statements of Leadership Cablevision referred to
above.
Indianapolis, Indiana
February 29, 1988
PRACTICE OFFICE LOCATIONS
INDIANAPOLIS FORT WAYNE MUNCIE
BLOOMINGTON HIGHLAND RICHMONO
EVANSVILLE MERR]LLWLLE VALPARAISO
MEMBER OF THE AMERICAN GROUP
OF CPA FIRMS WITH
OFFICES IN PRINCIPAL U.S. CITIES
MEMBER OF DUNWOODY ROBSON
McGLADREY & PULLEN
WtTH OFFICES INTERNATIONALLY
LEADERSHIP CABLEVISION
A DIVISION OF FAIRBANKS COMMUNICATIONS, INC.
Statement of Income and Division Equity
Year Ended December 31, 1987
INCOME:
Cable television service ................
Advertising income ...................
Other ..........................
COST AND EXPENSES:
Operating .......................
Selling and promotional ................
General and administrative ...............
Depreciation ......................
Amortization ......................
Write off of obsolete converters ............
~T (LOSS) ........................
DIVISION EQUITY, JANUARY 1, 1987 ..........
DIVISION EQUITY, DECEMBER 31, 1987 .........
$4,772,248
351,149
107,931
2,441,035
58,905
1,699,525
1,066,492
620,325
68,518
5,231,328
5,954,800
( 723,472)
3,821,012
3,097,540
See notes to financial statements.
!
LEADERSHIP CABLEVISION
A DIVISION OF FAIRBANKS COMMUNICATIONS, INC.
Balance Sheet at December 31, 1987
ASSETS
CURRENT ASSETS: Cash ...........................
Accounts receivable--less provision for
losses of ~34,000 ..................
Prepaid insurance ...................
Other .........................
Total current assets ................
PROPERTY AND EQUIPMENT:
Leasehold improvements .................
Cable television systems ................
Vehicles and Other equipment ..............
Less: Accumulated depreciation and amortization . . .
OTHER INTANGIBLE ASSETS, LESS AMORTIZATION:
Goodwill ........................
Franchise cost .....................
Non-compete agreements .................
Other .........................
· See notes to financial statements.
13,031
362,708
77,491
47,701
56,207
11,953,449
692,063
12,701,719
4,846,865
58,649
780,599
87,500
199,867
500,931
7,854,854
1,126,615
$9,482,400
LIABILITIES AND DIVISION EQUITY
CURRENT LIABILITIES:
Accounts payable .....................
Unearned income ......................
Copyright fees payable ..................
Franchise fees payable ..................
Other accrued expenses ..................
Customer deposits .....................
Total current liabilities ...............
ADVANCES FROM CORPORATE DIVISION ..............
DIVISION EQUITY .......................
$204,648
325,610
116,865
61,756
32,647
146,809
888,335
5,496,525
3,097,540
I
$9,482,400
LEADERSHIP CABLEVISION
A DIVISION OF FAIRBANKS COMMUNICATIONS, INC.
Statement of Changes in Financial Position
Year Ended December 31, 1987
FUNDS PROVIDED:
Operations--add (deduct):
Net loss .....................
Depreciation ....................
Amortization .....................
Write off of obsolete converters ...........
Working capital~provided by operations .......
FUNDS APPLIED:
Additions to property and equipment--net ........
Decrease in advances from corporate division ......
Additional contracts and agreements ..........
$(
DECREASE IN WORKING CAPITAL ...............
CHANGES IN COMPONENTS OF WORKING CAPITAL:
Increase (decrease) in current assets:
Cash ......................
AGcounts receivable ................
Other current assets ...........
(Increase) decrease in current liabilities:
Accounts payable ...................
Customer deposits ..................
Unearned income .................
Other current liabilities ..............
DECREASE IN WORKING CAPITAL ...............
See notes to financial statements.
723,472)
1,066,492
~619,964
68,518
1,680,168
598,175)
126,500
60,816)
145,022
29,804
32,019)
16,477)
114,409)
128,096)
1,031,502
'1,208,493
$( 176~991)
114,010
(291,001)
~(176~991)
LEADERSHIP CABLEVISION
A DIVISION OF FAIRBANKS COMMUNICATIONS, INC.
Notes to Financial Statements
NOTE A--SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES:
General:
Fairbanks Communications, Inc. is engaged in radio broadcasting and cable television
service· These financial statements comprise that portion of the Company's
operations applicable to the cable television service rendered to residential and
commercial subscribers in Delray Beach, Gulf Stream, Ocean Ridge and portions of the
unincorporated area of Palm Beach County, Florida·
Property and Equipment:
Property and equipment are stated at cost and are depreciated principally by the
straight-line method at annual rates based on the following estimated useful lives:
Years
Cable television system 5-10
Vehicles and other equipment 3-10
Leasehold improvements are amortized on a straight-line basis over the period of the
lease or over the estimated lives of the improvements, whichever is shorter.
Repairs and maintenance are charged to operations as incurred. Expenditures which
substantially increase the useful lives of existing facilities and equipment are
capitalized.
Intangible Assets:
Intangible assets consist principally of the cost of cable television systems
acquired by purchase of existing systems from unrelated third parties.
Goodwill is being amortized by the straight-line method over 40 years. Cable
television~ franchise and other costs are being amortized by the straight-line method
over 3 to 10 years.
Revenue:
The Divmsion recognizes income on cable service as service is rendered· Income on
installations is recognized at the time service commences to the subscriber·
NOTE B--INCOME TAXES:
The Division's results of operations are included in the income tax returns of
Fairbanks Communications, Inc,
Fairbanks Communications, Inc, (Company) has elected to be classified as an
S Corporation under the.Internal Revenue Code. Such corporations are not subject to
federal income tax and, accordingly, no provision for federal or state taxes on
income is required. Under the election, stockholders include their proportionate
share of the Company's taxable income in their personal income tax returns. The
election continues unless the Company becomes disqualified or until the election is
revoked voluntarily.
LEADERSHIP CABLEVISION
A DIVISION OF FAIRBANKS CO}~NICATIONS, INC.
Notes to Financial Statements
At December 31, 1987, the Division had timing differences aggregating $3,692,748 for
which deferred taxes would have to be provided in the financial statements if the
election were revoked.
2
NOTE C--LEASES AND COM}~ITMENTS:
The Division leases office and warehouse facilities under operating agreements with
remaining terms of less than one year. Rental expense charged to operations for the
year ended December 31, 1987 was ~48,508.
In addition to the above, the Division has agreements with various utilities under
which annual fees are paid for the attachment of cable television distribution lines
to utility poles. Fees paid under these agreements amounted to ~19,545 during the
year ended December 31, 1987.
NOTE D--OTHER TRANSACTIONS:
The Corporate Division of Fairbanks Communications, Inc. charges the Division a
management fee for administrative services rendered. Amount charged to general and
administrative expense amounted to ~209,399 during the year ended December 31, 1987.
NOTE E--COMMITMENT:
The Division is committed to upgrade its cable system by 1991 at an approximate cost
of $2,000,000.
(2)
The main offices of the applicant are:
Fairbanks Communications, Inc.
Servico Centre East, Suite 202
1601 Belvedere Road
West Palm Beach, FL 33406
Leadership Cablevision
P.O. Box 250
1595 S.W. 4th Avenue
Delray Beach, FL 33444
The names and addresses of the major stockholders of the
applicant are:
Virginia B. Fairbanks
22 E. Snapper Point Drive
Ocean Reef Club
Key Largo, FL 33037
Richard M. Fairbanks, III
2201 C. Street N.W.
Room 1210A
Washington, D.C. 20520
Merchants National Bank &
Trust Company, as Trustee
One Merchants Plaza
Indianapolis, IN 46255
The applicant has no parent or subsidiary corporations. The
applicant has an affiliation with Leadership Security
Services, Inc., a Florida corporation.
The system proposed to be constructed will be an extension
of applicant's system currently operated in Palm Beach
County. The system currently provides the basic service and
additional services shown on the channel alignment card
attached as Exhibit A. The system will be designed to
deliver 60 television channels in the forward direction and
4 in the return. The active electronics will be supplied by
C-COR and the passive electronics will be pUrchased from RMS
Electronics. The cable will be supplied by Trilogy MC2.
The #headend" of the system is located at 7424 North Oriole
Boulevard, Villages of Oriole, Delray Beach, Florida,
consisting of three satellite earth stations (a Harris 6.9
meter, an SA 4.6 meter and an AFC 3.2 meter), a 90 foot
tower with various antennae and various receiving,
amplification and rebroadcasting equipment. The applicant
currently serves areas to the west of the City of Boynton
Beach, including Quail Ridge which will be interconnected
with applicant's proposed system. The system in the City of
Boynton Beach will be constructed, installed, maintained and