HomeMy WebLinkAbout1993-06-08 - AGENDA REPORTS - AMERICAN TELEVISION (2)AGENDA REPORT
City Manager Approva
Item to be presented
Jeff Kolin. Debuts
CONSENT CALENDAR
DATE: June 8, 1993
SUBJECT: AMERICAN TELEVISION & COMMUNICATIONS CORP.
TRANSFER
DEPARTMENT: Public Works
American Television & Communications Corporation ("ATC") holds a
franchise to operate a cable system within the eastern portions
of the City of Santa Clarita and the adjacent unincorporated
areas. ATC is wholly owned by Time Warner, Inc. ("Time Warner").
ATC has -applied to the City for consent to transfer the franchise
to a Time -Warner Entertainment Company, L.P. ("TWE"), a limited
partnership comprised of cable television operations of ATC and
Warner Cable Communications, Inc., the programming businesses of
Home Box Office, Inc., and the film entertainment business of
Warner Bros. and Lorimar Telepictures. The chief reason for the
restructuring is to obtain approximately One Billion Dollars
($1,000,000,000.00) in equity capital from Toshiba and C. Itoh.
(ATC originally made this transfer application in early 1992,
then placed it "on hold." Earlier this year, it requested the
City to process the application.)
On September 11, 1987, just prior to City incorporation, the
Board of Supervisors of the County of Los Angeles granted ATC a
new franchise to operate a cable system. A franchise is similar
to a contract and authorizes the cable operator to use the public
right-of-ways for a private purpose.
Because the franchise is granted to one company on the basis of
its professional, financial and technical ability to operate the
system, it may not be transferred to another company without the
consent of the City. The purpose of City consent to a transfer
is to insure that the new owners have the professional, financial
and technical ability to operate the system and, further, whether
ATC is presently in full compliance with the terms of.the
franchise, and finally whether the financial terms and conditions
Adopted: 4 --?-s3 Agenda Item:__- .
AGENDA REPORT
PAGE 2
of the limited partnership would negatively impact cable
operations.
ANALYSIS
In order to answer these questions, the City Attorney's office
requested detailed documents and information from TWE. From the
responses to these documents, we have determined.as follows:
1. TWE has the professional, financial and technical ability to
operate the system. TWE is a multiple system operator with
franchises throughout the Country. TWE presently operates
franchises in the Cities of Tehachapi, Orange, Bakersfield,
Palm Springs, and throughout the San Diego Metropolitan
area.
TWE will also be the second.largest cable operator in the
United States, serving 4,760,000 subscribers. In addition,
in conjunction with Warner Communications and HBO, it will
be a vertically integrated, global entertainment giant.
2. The financing of this acquisition does not appear to have
any negative impacts on the operation of the system. To the
contrary, C. Itoh and Toshiba are putting cash into this
transaction in the amount of $1,000,000,000.
Several years ago, during the time of highly leveraged
transactions, cable systems were being bought and sold very
frequently through the use of "junk bond" financing. In
some cases, the high interest rates resulting from highly
leveraged transactions put inordinate pressure on the
operator to raise rates. However, this is not a highly
leveraged transaction. That.is not to say that the City may
not see rate increases in the near future, but they will not
likely be due to the financing terms.
Further, given the recent Federal legislation authorizing
rate regulation, the city is in a better position to limit
rate increases.
3. ATC is presently in compliance with the franchise ordinance.
It offers service to 20,200 homes within the City, serving
17,700 subscribers. This results in a rather remarkable 88%
penetration rate. ATC completed rebuilding the cable system
on 1988-89. It is capable of offering 60 channels of
programming; currently, 41 channels are programmed.
AGENDA REPORT
PAGE 3
4. In addition, since the County granted ATC the new franchise,
the FCC has enacted customer service standards. These
standards are effective July 1, 1993, subject to Council
action formally adopting the standards. These standards
establish subscriber service criteria in the areas of office
hours, telephone response time, time to correct system and
individual outages, and a time to install new subscriber
service. As a term of the.franchise transfer, TWE will be
made subject to subscriber service standards, with certain
additions similar to these imposed on King last year in
connection with its -franchise transfer. These additions
address response time for system outages (4 hours) and
minimal business office.hours (48 hours a week, -plus 4 hours
during the evenings or Saturdays).
5. One final area of potential franchise compliance is "Access
Programming". The County was somewhat ambiguous on the
requirements for Access Programming, although they did
incorporate requirements in the franchise that ATC develop
an Access Program.
To this end, the City Council has decided to develop public,
educational and governmental ("PEG") programming. King and
ATC have already proposed construction of an access studio
which can be used to produce community programming. As part
of the transfer, ATC agrees to maintain the financial
commitments from its existing proposal regardless of how the
Council may choose to provide PEG access. That is, ATC
will agree to any rearrangement of access the Council may
choose, so long as ATC's financial commitments remain the
same.
RECOMMENDATIONS
That Council approve the attached Resolution authorizing the
franchise transfer of American Television and Communications
Corporation to Time Warner Entertainment.
Resolution 93-82
Exhibit A
Exhibit B
Exhibit C
RESOLUTION NO. 93-82
A RESOLUTION OF THE CITY COUNCIL OF THE CITY
OF SANTA CLARITA APPROVING THE TRANSFER OF
THE CABLE TELEVISION SYSTEM FRANCHISE FROM
THE AMERICAN TELEVISION AND COMMUNICATIONS
CORPORATION TO TIME WARNER ENTERTAINMENT,
COMPANY, L.P.
WHEREAS, on September 11, 1987, the Board of
Supervisors of the County of Los Angeles, pursuant to Section
16.58.010 of the Los Angeles County Code, adopted Ordinance No.'
87-0134 granting to American Television and Communications
Corporation ("ATC"), a cable television franchise to construct,
operate and maintain a cable television system (the "Franchise");
and
WHEREAS, ATC is a wholly-owned subsidiary of Time
Warner, Inc. ("Time Warner");
WHEREAS, under the terms of the Agreement of Limited
Partnership dated October 29, 1991, Time Warner is restructuring
its cable television, cable television programming, and film
entertainment businesses through the creation of Time Warner
Entertainment Company, L.P. ("TWE");
WHEREAS, TWE will be comprised,of cable television
operations of ATC and Warner Cable Communications Inc.. ("Warner
Cable"), the programming businesses of Home Box Office, Inc. and
the film entertainment business of Warner Bros. and Lorimar
Telepictures.
WHEREAS, the general partners of TWE, all subsidiaries
of Time Warner, will be ATC, Warner Communications Inc., Warner
Cable Communications Inc., Home Box Office, Inc. and Warner
Bros., Inc.
WHEREAS, the limited partners of TWE will be a wholly
owned subsidiary of Toshiba Corporation ("Toshiba") and a wholly
owned subsidiary of C. Itoh & Co., Ltd. ("C. Itoh");
WHEREAS, ATC has requested the consent.of the City to
transfer the Franchise from ATC to TWE;
WHEREAS, on December 15, 1987, the City of Santa
Clarita was incorporated. The jurisdiction of the City includes
that portion of the service area of the Franchise depicted in
Exhibit A, attached hereto;
WHEREAS, in support of its Transfer Application, ATC
has submitted to the City the following documents which are on
file with the City Clerk, and are collectively referred to as the
"Transfer Documents":
(1) Letter from John E. Fogarty, Associate General
Counsel to Scott F. Field, dated April 9, 1992,
with nine (9) Exhibits;
WHEREAS, ATC has fulfilled all obligations set forth in
City ordinances as a prerequisite to the transfer of the
Franchise; and
WHEREAS,. the City has considered the proposed transfer
and has found no reasonable cause to deny consent to the
transfer.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA
CLARITA, CALIFORNIA, DOES RESOLVE, DETERMINE AND ORDER AS
FOLLOWS:
SECTION 1. Pursuant to the Los Angeles County Code,
the Council finds that, based upon the representations contained
in the Transfer Documents, TWE will continue to have the
financial responsibility to comply with the Franchise.
SECTION 2. The transfer of the franchise to TWE
is hereby approved subject to the following conditions of
approval:
A. The following documents constitute the
"Franchise. Documents" which, individually and
collectively, represent the obligations imposed upon
TWE, and are collectively referred to as the
"Franchise";
(1) Section 16.58.010, et. sea. of the Los
Angeles County Code as amended through
October 1, 1987;
(2) Los Angeles County Ordinance No. 87-
-,0134;
(3) City of Santa Clarita Ordinance No. 88-
28; and
(4) This Resolution.
B. TWE accepts and guarantees performance of all
obligations contained in the Franchise.
-2-
C. The consent herein granted shall be effective
upon the closing of the proposed transaction and the
City shall be notified by letter directed to the City
Clerk promptly upon such closing.
D. By letter dated April 22, 1992, King
Videocable Company ("King"), on behalf of King and ATC
delivered to the City a proposal on providing public,
educational and governmental ("PEG") programming,
channel capacity and equipment as required pursuant to
the terms of Section 3.D of Ordinance No. 87-0134 and
the terms of King's franchise. To date, the City has
conducted several public hearings on the proposal, but
has neither accepted nor rejected it. The City may
choose to modify it to better serve the community's
needs and interests for PEG programming, as well as for
local origination programming. TWE agrees, upon
receiving direction from the City, to negotiate in good
faith with King, and to submit a revised access
proposal. As directed by the City,,the revised
proposal may alter the mix of PEG and local origination
programming, channel capacity, facilities equipment,
provided that TWE will not be required to materially
increase its financial commitments from its existing
proposal. Further, the City will not require a
PEG/local origination proposal that imposes conditions
on TWE contradictory to those the County of Los Angeles
imposes on TWE pursuant to TWE's franchise serving the
unincorporated area adjacent to the City.
E. Beginning 90 days from the date this
Resolution is adopted, TWE shall comply with the
Subscriber Service Standards attached hereto as Exhibit
B, and those that the Federal Communications Commission
("FCC") has adopted pursuant to 47 CFR 76.309,
whichever are more stringent. By adopting this
Resolution the City has adopted the FCC customer
service standards and provided TWE with the requisite
notice.
F. TWE will not seek a modification of any
franchise commitment regarding facilities and equipment
on the basis of "commercial impracticability" under
Section 545 of Title 47 of the United States Code
solely as a result of the transfer approved herein.
Further, TWE agrees that, notwithstanding Section 521
et. sea. of Title 47 of the United States Code, it will
assume responsibility for all acts or omissions of its
predecessor, ATC.
-3-
G. TWE shall operate and maintain the cable
system to comply with all applicable provisions of Part
76, Subpart K (Technical Specifications) of the FCC's
rules and Regulations, as amended.
Should the FCC allow local regulation of the technical
specifications of cable systems, the standards set
forth in part 76, Subpart K (Technical Specifications)
of the FCC's Rules and Regulations, as in effect
immediately prior to the date of any such action by the
FCC allowing for such local regulation, shall become
the technical specifications applicable to TWE's cable
system for the remainder of its franchise term.
Notwithstanding the above, should the FCC permit, the
City may establish more stringent technical
specifications pursuant to a City Council, finding at a
noticed public hearing that more stringent technical
specifications are technically and commercially
feasible. TWE may seek review of such a City Council
finding before an arbitration panel consisting of
experts and professionals in the cable television
engineering and management field. The arbitration
panel shall be selected as follows: TWE and the City
may select a single arbitrator jointly, by agreement
within thirty days of TWE's-written request to the City
for such review. If no single arbitrator is agreed
upon within that time, then TWE and the City shall each
select one arbitrator, and the third arbitrator shall
be chosen by the arbitrators selected by TWE and the
City. The arbitration panel shall conduct its review
in accordance with Title 9 of the Code of Civil
Procedure (CCP § 1280, et. sea.). In'the event the
arbitrator panel confirms the City Council's finding,
TWE may seek review of that finding pursuant to Title 9
of the Code of Civil Procedure (CCP § 1280, et. sea.).
H. Failure of TWE to comply with any material
provision of this Resolution shall be grounds for the
City to invoke any of the City's remedies under the
Franchise, including but not limited to, Franchise
termination.
I. TWE shall, promptly after the closing of the
Franchise -transfer, file in the office of the City
Clerk a written acceptance of this Resolution executed
by TWE in the form of.Exhi.bit C, attached hereto. By
executing and filing the Acceptance, TWE guarantees
performance of all obligations hereunder, and accepts
responsibility for all prior acts or omissions of ATC.
The Acceptance shall be notarized so as to indicate
-4-
that the persons executing the Acceptance have the
authority to bind TWE.
SECTION 3. By consenting to and agreeing to accept
the Franchise transfer, neither the City nor TWE waives any
rights either may have under federal, state or local law.
SECTION 4. By delivering a copy of this Resolution
to TWE, the City hereby gives notice that pursuant to Revenue and
Taxation Code §107.6, the Franchise may create a possessory
interest which, if created, may be subject to property taxation
and that TWE may be subject to -payment of property taxes levied
on such interest.
SECTION 5. The City Manager and the City Attorney,
or their designees, are hereby authorized and empowered to
execute any documents necessary, in their discretion, to
implement the approvals contained herein.
PASSED, APPROVED AND ADOPTED this day of January,
1992.
AYES:
NOES:
ABSENT:
ABSTAIN:
ATTEST:
CITY CLERK
MAYOR, CITY OF SANTA CLARITA
-5-
r j 6 'sj7`"""•4 j 2 6 5 4 3 �J 2 1
• p �, b O A .if tb 1 /
L
EXHIBIT A ,'--------------=- -- •� °-d ----- : -\ 90 .. 1 1 �' �� ... -... .. 1 '
3 --------------------- --------
'SAN r 'SAN FRANCISQUITO r----
10 I I 12 — 7 8 9 10 , POWER HOUSE
�\ TSTA! ., 11 0 2 12 I 7 8 9 7 8 9 10 11
12
- _. -. __. ... .. I WATER.....- ,
II 12 ;
t - --- --� 1) MINT'S CRD N, hIERRA
, 16 IS o
4
14 3 a i5 13 ' 14 13 18 7 6 75 14 i•
13 I 18 i� 17 16 '
1
. / •�Z � .I ....... ........:..:.. ... .....Q' 23 Z... I -.:' i. _• _..... is I --��� _.. '" - .. �......_..
i 1
• ] occ c'
i
2/ 21 j 22 23�s 24 20 21 22 � 4 19 20 1 21 22 23 I;
0 '
A $ A I 22 J =
------------ � }7( 24 2 24
...:. ....... ....r .. . �.... .. _ .... _-. _ ...--. _ -. _ P, ._ �oe„uNc roC ^WA WLCE
a
IC --•_. -• N .
i
ASTAIC r D y '; ! INT CANYON SPRING j
O% Z9 28 27 Z6 0 29 28 27 eJ. O 26 "/
\ '(` !e 1 6 0
l° j ; _
cduue �uYroN No. 26 '. 25 I- 29 'I r 0
-1
rr � 2 a :• .
4o- ___----_____•______-- ------- ...__.__ B° ^O
�� 2 I t 29
,tr ° E 2� b^� �� cK
HATHAWAY RA CH ff Wi�/ 7�� -
/ I I ° 1 DFlEs E-VO2COn VASOUE2'. CANyJk. �'-_- e4PORT •{, 1. F
� (,3{� 3 3 i 34 35 ? 36/�31� - 33 1 4 35 31 92 —3335 36 31 32 33 Q 6 34 35/'36.
f ECHLER .9s: J.j' 1.
1 r
J,2
� 0 WAYSIDE HONOR FARM : 1 � �4 3 I s a4 {'- --�1q Tip � ...;___. '.- '. _. .-
_ / 9 TA 1 C JCI. a• ` . rncN iso , y
7 8 ;RO. 9� 10 II/�t AT 1 8 9 n 11 �E ' Ii a II �i
�[ NALVEaOE / NEWHALLT ° FOREST ARlto Q �8 9 I .RU:S SI DIN6�Ib
---_- , PARK-_ C - -_"-• -_ RANCHO _ . .,.n ra"t
N-1'1A.`,NE o �...� �00ERG 1,°r 1•N{ -_. �.. ]' , r-`^..,=.uNs J - .__ _. 3--"''I- SOLEDAD I�ALPINE OiEVAp- ,
8 17 vy 16 IS . vEs+TUaA /}.aef , �`— ° glacla
s..•�. W x 6 3 l4 I SULPHU 15 14 13
�' j�rCOY AN T. SPRINGS 1 ;
sYa]•K.,{y ]Si O
SCALE �DELVALLE Vip'� 1 �•O \SOL' 'INT :. _ Io.-•] ---------------
3i
--a_
I 2 3 . s D e i O� hl,� 4 c�vAaENcu' ��' � , 2 23 24
`..30� 14 . 19 20 21
,gP L� Yj� ... —Ir. Z-- �zl _ 2
I'
S Ea 1�, �' I C?..OF} ", .SANTA �N CLARITA /• �HUMPHREYS �sYy •;--- eYl..•: .............. ',. ......
1 ~
Zs 30. 2 27 : :r
s,000 o,:co ,Sono zopoo_,_ zsnce . •o �� I 3 A CIR.JRANC2 30 28 27 26 25
• 29
,
r
,
MAP OF \
NORTHERLY PORTION OF 'i I ^ w 3 32 33 -
',�. 1a '3 31 32 33 I 30.`' 35 36
JNTY OF LOS ANGELES W �EWHALL�!9TA.N- MAGIC MT
4 3 ? I 'q LYDN ..1„ E"'! T.3:N=f 1c--- ,--'r----
. �6a LL 'NN �p L� �''-%i dLACERITA CA 15;U li 2�•
6 S : 1 ' `E
CANYON, ARK. ,3 2 1 � 6 i 5 4 3 1i
SHOWING , ; a� 1
�, �...-___---_.-.-._•__.--- -._ L HART wwaw .���w
,TREETS, POINTS OF INTEREST CITIES. ac•+o•viceavD 1 1,,,•,•
Q -..,.. 8---;- 5 �^ --A ° 11 12 7 .. 8 9 P', .10 II :.12
IARKS.AND POSTAL COMMUNITIES _ 11 12 , y\\ N
�. � II \ .Jn I I I i� 7 8 9� I r IA 1
.. a. ATG- CA 6LEViS ION _ .... _ .�_._._ ______ _-_ _ L_ __
COMPILED BY \ -------------------
1 t G ______• ___.. -DENH
� -� P --/ V � MEN �x AlL -�
FRran1CHISi: ' i �� ( 18 I i F -A7
18
L3°uNDARY ,� ' 14�fr 13 I� I8 I7 • 3/,�6 15 $ 4 W f EMONT 17 16 15 14 13 I; $7 a' J I I 14
COUNTY ENGINEER �I p� $� — — — --- 5 3
PASS
, �a
Li
�__- �.F - INDIAN
KEY TO SYMBOLS ; Qr---
■ rasTu <ou YUM1,nuI9 ,' ,
VLA(ZUINT� I 19 : 20 21 22 23 24 ' 2 21 •� 22 ,• 213 SPRI•JGS
• a. NOY.a.] • 23 24O� OLIVE VIEW MOSP US VETS 14 2D 71 •22j 23 24
-
A m.00.o
ACTON CABLt ` L... . HJT HOSP - . .
;
' YOVM1f.IN] ' '
� al •
' r,Tc C°V?-rrn .]] 30 29 .'`,� �1T 26 9�F E1•�
ouruc
C' TY of SANTA CL 26! 25 9 _ /25 i 30 29 28 27 ' ] 26 ,
AR I T �].
31mrlcL A
30U'i Dr.'dY , f�28 4^ _ ~J= 1 w
rr ' k � c
o- IMA - ,Ul,vri Nin q,v nl_ n.I, C'm NP I - "+' f - .. ...-__ -i
13 CITY 0= SANTP CLI'l { 35, 36, 31 ./ 37- 33 : 34 3DI 31 l 32 33t` 34 55 36
ANNE XL.'sloN I �_
T. 3N 1 ;
_ 1
�Pe.*eu� ry
CAmmIGION
P. 0. BOX 1248
18356 SOLEDAD CYN. RD.
C_4NYON COUNTRY, CA. 91351
A 4 6
EXHIBIT A 5
V-4
3
. . . . . . . . . ......
lrl . . ............. . .......
. .........1........:........
12 a 9
4 7 12
M2 to
7
14 .1.0 tAm ......... I
is L.
6 IS 14 13 111 j 17
I$
a........-. 16
...............
....... ....... .
21 2 20A.
tp 23 24 19 21 22 23 24 19
21 22
..... zi a 22 2
7 . . ........ ......
6 24
2 30 29
. . . -- -- : 2 wiwN`va24 27-
.......... ...... .........
"AT"AWAI IIA " - - - - - - -
32 1 35 31)' 31
31 32'SO3�_-_.��3��^'i35 36
3A35
C,p,l l 6 54
�.TSWEHOWORF...
3 2
A
..........
AN 10 IV Talc ... 7 a 5 4 -.1........V` �-
A Kl
Kaw 1 sort A :Buis 3'O.6.
KPI NL
1,4
>44 --,---LM L"u 1
y.
SCALE el.vKUE INr...... ........
2 1
b 19 20 21 .1 22 23 2,
pP ell .... I11
CIT" . .... ..
OF11 , SANTA JCLARirA
2, Oki P...p ORI�A
30 29 28 27 24 T`
MAP OF
NORTHERLY PORTION OF Al 3 j2 33 31 32 33 2 3$
31
al
JNTY OF LOS ANGELES L 1.
SHOWING 2
3 6 $ A 3 1 2
F
.TREETS. POINTS OF INTEREST CITIES. -.--t ....... --------
7 8•--------
IARKS.ANO POSTAL COMMUNITIES 5 to[
II Iz 7 a T -
to ; 11 ; .�12
y.
................ .... ...
... . .... .... . ......♦...................
.............
i.
IB 17 IS, -Z-� 4 le
COUNTY ENGINEER 14 13 17 16 15 14
------- AING -V�090 I I : 13
1.ss ; 15 14
..............
...... . ..........
..6.A.
20 24 20 11 22 •43
19 22 2S W�l E. .1� I, wq 19 111
mow 21 2 Z/ 23
.. ............ ...... I ...... ...
Z6: 2S 50 Z9 2
-Y 5A.T. CL -21'
\ i 29 76
-------- --- ........ ........
13 c -A-1 35 36
31 VT.3N: 32 33
31 32 33 t 34 SS 36
CJLBIZVlf>IUN
P. o. Box 1248
18356 SCLEDAD CYN. RD.
CANYON COUNTRY, CA. 91351
EXHIBIT B
SUBSCRIBER SERVICE STANDARDS
SECTION 1.- SERVICED STANDARDS: Franchisee shall maintain an
office reasonably accessible to subscribers to provide the
necessary facilities, equipment and personnel to comply with the
following consumer standards under normal conditions of
operation:
(a) Knowledgeable, qualified consumer service
representatives shall be available to respond to customer
telephone inquires, a -minimum of 48 hours weekly, during normal
business hours, Monday -Friday, plus at .least 4 supplemental hours
on weekends or after normal business hours. An answering system
will be available to record after-hours messages, including
weekends and holidays, and customer service representatives will
promptly answer phone messages the next business day.
(b) A business and service office.located either
within the Franchise area, or proximate to, shallbeopen Monday
through Friday during normal business hours, and adequately
staffed to accept subscriber payments and respond to service
requests and complaints. Additionally, based on customer demand,
Franchisee will staff the business and service office after
normal business hours Monday through Friday and/or on weekends.
If the business and service office.is located outside the
Franchise area, a payment center shall be located within the
Franchise area.
(c) Franchisee shall provide an emergency system
maintenance and repair staff, capable of responding to and
repairing major system malfunctions on a twenty-four (24) hour
basis.
-1-
0
(d) Franchisee shall schedule service and installation
appointments within a specified four (4) hour time period in
compliance with California Civil Code § 1772.
(e) Telephone answer time by a customer service
representative, including wait time, and the time required to
transfer the call, shall not exceed 30 seconds on average. This
standard shall be met no less than ninety percent of the time
measured on an annual basis.
(f) The customer will receive a busy signal less than
three percent of the total time that the business and service
office is open for business.
(g) Franchisee shall provide written information in
each of the following areas at the time of installation, at least
once every year and upon request:
products and services offered
prices and service options
installation and service policies
how to use the cable service
(h) Bills shall be clear, concise and understandable.
(i) Refund checks shall be issued promptly, but no
later than the earlier of 45 days or the customer's next billing
cycle following the resolution of the request, and the return of
the equipment supplied by the cable company if service is
terminated.
(j) Customers within the Franchise area will be
notified a minimum of 30 days in advance of any rate change or
channel deletion, within the control of the Franchisee.
SECTION 2. - REQUESTS FOR CABLE SERVICE AND REPAIRS:
-2-
0
(a) Franchisee shall render efficient service, make
repairs promptly, and interrupt service only for good cause and
for the shortest time possible. Major scheduled interruptions,
insofar as possible, shall be preceded by notice. A written log
or an equivalent stored in computer memory and capable of access
and reproduction, shall be maintained for three (3) years. The
log shall indicate the time and date of all significant service
interruptions, requests for cable service or repairs, and
responses to requests for cable service or repairs.
(b) Franchisee shall maintain a repair,force of
technicians capable of responding to subscriber requests for
service within the following time frames ninety five percent
(95%) of the time on an annual basis and excluding circumstances
beyond the Franchisee's control:
(i) System outage: Within four (4) hours,
including weekends, or receiving subscriber
calls which by number identify a system
outage of sound or picture of one (1) or more
channels, affecting all the subscribers of
the system or a considerable number thereof.
(ii) Isolated outage: Within twenty-four
(24) hours, including weekends, receiving,
requests for service from five (5) or more
customers in the same geographical area
identifying an isolated outrage of sound or
picture for one (1) or more channels.
(iii) Inferior reception quality: Within
forty-eight (48) hours,_including weekends,
of receiving a request for service
identifying a problem concerning picture or
sound quality.
-3-
(c) Franchisee shall be deemed to have responded to a
request for service under the provisions of this Section when a
technician arrives at the service location, if necessary, or
otherwise begins work on the problem. In the case of a
subscriber not being home when the technician arrives, response
shall be deemed to have taken place if the technician leaves
written notification of arrival.
(d) Not less than 95% of the time measured, on an
annual basis, standard installations will be performed within
seven business days after an order has been placed. "Standard"
installations are up to 125 feet from the existing distribution
system.
-4-
EXHIBIT C
ACCEPTANCE OF TRANSFER OF FRANCHISE
TIME WARNER ENTERTAINMENT COMPANY, L.P. hereby accepts,
and guarantees, each and every term of Resolution No. of
the City of Santa Clarita, entitled:
"A RESOLUTION OF THE CITY COUNCIL OF THE CITY
OF SANTA CLARITA APPROVING THE TRANSFER OF
THE CABLE TELEVISION SYSTEM FRANCHISE FROM
THE AMERICAN TELEVISION AND COMMUNICATIONS
CORPORATION TO TIME WARNER ENTERTAINMENT
COMPANY, L.P."
Dated: , 1992
TIME WARNER ENTERTAINMENTCOMPANY, L.P.
By:
Name:
Title:
mm