ATTACHMENT D NEW VISIONS COMMUNICATIONS INC.
ApPLICATION FOR CABLE TELEVISION FRANCHISE
April 19,2013
VILLAGE OF PARISH, NEW YORK NS"
TABLE OF CONTENTS
SECTION I
Application for a Cable Television Franchise
SECTION"
Proposed Service Overview
Product Offers
System Architecture
SECTION '" Cable Franchise Agreement
Exhibits
SECTION IV
Channel Lineup
Rates & Packages
Marketing Literature
SECTION V
Documents Submitted by New Visions - As Part of Its Application NEVV VISI_ NS'
SECTION I
Application for a Cable Television Franchise APPLICATION FOR A CABLE TELEVISION FRANCHISE BY NEW VISIONS COMMUNICATIONS, INC.
New Visions Communications, Inc. ("New Visions") submits this application and requests the award of a cable television franchise from the Village of Parish, NY ("Parish") In this application, New Visions answers the questions set forth in Title 16, Chapter VIII, Part 894.5, orthe official Compilation of Codes. Rules and Regulations of the State orNew York. as amended.
(1) A description of the cable television system proposed 10 be constructed including infomlfltion regarding (a) channel capacity. (b) television and radio broadcast signals which New Visions intends to carry on its system initially; ( c) the extent and type of any origination cable casting to be undertaken, and the facilities, equipment and staff to be employed therein; and (d) the system layout or design, including where applicable: (i) location of antennae and headends; (ii) plans for a two-way capability including a proposed schedule indication when hvo-way capability will become available from particular points; (iii) location or origination points and origination faci lities; (iv) cx.1enl and type of automated services 10 be provided; and (v) number of channels to be utilized for access cablecasting and the facilities, equipment, staff and other support to be available to access users including access utilization or production costs.
I. In response to la. the channel capacity of the system is unlimited. We arc using internet protocol technology. Each station utilizes an I_P address. Additional information can be found in Exhibit A, Proposed System Overview, Product Offers and Architecture.
In response tol b. Initially, our system will contain 240+ television and radio broadcast signals. Please refer to our sample channel lineup literature that is included as part of our application.
2. In response to the information requested in subsection l(c) and 1 (d)(iii), New Visions has no immediate plans to offer origination cablccasting in the Village of Parish
3. In response to the information sougbt in subsection l(d)(v), upon request of the Village of Parish, New Visions intends to provide capacity on its basic service tier for up to one (1) dedic-dted Public Access Channc~ one ( I) dedicated Educational Access Channel, and up to one (1) dedicated Government Access Channels.
(2) The tenns and conditions under which service is to be provided to educational and governmental entities.
Village of ParishINew Visions Application for a Cable Television Franchise New Visions wiD provide channel capacity to educational and governmental entities under terms and conditions consistent with applicable law.
(3) The tenns concerning rates and construction schedules.
New Visions cable television service rates and available packages are attached as Exhibit D.
New Visions will begin construction of its fiber network shortly. New Visions plans on offering high-speed internet, telephone and cable television throughout the Village of Parish. New Visions will utilize fiber-to-the-home to deliver its services.
(4) An indication of whether New Visions wi ll provide service on the same tenns and conditions as contained in the existing franchise in effect.
New Visions will provide service on the same terms and conditions as contained in the existing franchise agreement the Village of Parish has with Time Warner. New Visions is applying for a cable television franchise with the Village of Parish because currently not aU Parish residents have access to cable services delivered via land line and to the limited number that do have access to cable, to provide the residents of Parish with a competitive choice.
(5) A statement of New Visions experience in the cable television fi eld including, if applicable. the names and professional experience of the persons or organizations who will be responsible forthe constructi on, install ation and operation of the proposed system.
New Visions is currently offering high-speed internet, telephone, and cable service in Syracuse NY MSA. New Visions will utilize the same technologies utilized in our Syracuse deployment to deliver cable television in Parish. New Visions plans on deploying a fiber-to-the-home network to deliver our services in Parish.
To deliver cable television in Parish, New Visions will utilize its current video Super Head End and Data Center Video Hub equipment is located at 109 S. Warren St, Syracuse, NY 13202. The equipment utilized at this center is provided by some of the largest video suppliers in the world. New Visions has technical support agreements with all of its video suppliers.
(6) A statement indicating whether New Visions or any of its principals owns or operates any other cable television system. directly or indirectly, and a statement indicating the name of 2 Vil lage of ParishiNew Visions Application fo r a Cable Television Franchi se any such operations and the name and address of the chief executive officer of the franchising authority in which such system or station is located.
New Visions does not own or operate any other cable television system, directly or indirectly.
(7) A documented plan for financing the proposed system. which plan shall indicate speci fica1 ly every significant anticipated source of capital and any and all limitations or conditions with respect to the availability of the indicated sources of capital.
The Village of Parish will be receiving its video services from New Visions existing video head end equipment currently installed and located at 109 S. Warren St, Syracuse, NY 13202. This video hcadend is currently providing video cable services to other Villages. No additional headend equipment is necessary to deliver services to the Village of Parish. The buildout of the fiber-to-the-home network will be financed through a grant provided by the State of New York.
(8) A statement indicating whether New Visions or any of its officers, directors and persons having a legal or equitable interest in 10% or more of the voting stock: (a) has ever been convicted of a crime involving moral turpitude (including criminal fraud) or is presently under indictment charging such a crime; (b) has ever been held liable by any court of competent jurisdiction in any civil action based on fmud, deceit or misrepresentation; or (c) has ever been punished or censured in any jurisdiction for any violation or anempted violation of any law, rule or order re lating to cable television operations.
New Visions has no knowledge of any such fmding of guilt toward New Visions, any person controlling New Visions, or a ny officer, director or major stockholder of New Visions.
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3 Village of ParishlNew Visions Application for a Cable Television Franchise NE\N VISI ... NS'
SECTION II
Proposed Service Overview
Product Offers
System Architecture Exhibit A
I'ROPOSED SERVICE OVERVIEW, I'RODUCT OFFERS AND ARCHITECTURE
Overview of Fiber to the Home CFITH) Deployment • Service Overview • Product Offer • Service Delivery/Connection Method
• FTTH System • Architecture: End-To-End • Architecture: GPON Network
Overview of New Visions Fiber Deplovment New Visions wi ll be installing a GPON fiber network throughout the Vi llage of Parish. This network is the core for New Visions broadband offerings ofatTordable high-speed internet, voice and cable television. The fiber network deployed can support cable television. It is New Visions intent to offer cable television to all residents of Parish. It is New Visions intent to ofTer a higher level of customer satisfaction, superior perfonnance (network. applications & technical support). and an installation process that surpasses the Cable experience today.
• New Visions Communications wi ll begin to deploy its fiber network in the Village of Parish in the summer of2013. It is our intent to begin offering cable television and other broadband services to the residents in 2013.
Service Overview The F1TH Network wi ll enable provision of a feature rich and fully competitive cable television offering. The major components of the cable television services which New Visions will offer to consumers will include:
• Lifeline tier, including Local and Public, Educational and Government (PEG) channels as requested by and as negotiated with the community • Basic Service Tier • Expanded Service Tier • Premium Channel Tiers • Pay Per View (PPV) • HDTV Channels • Digital Music Channels Exhibit I-I • Digital Video Recorder (DVR) • Lnteractive Programming Guide • Inside Ethernet cable • Installation
Product Offers For residential customers. New Visions will offer Broadcast Television, High Definition TV (I-IDTV), Digital Video Recorders (DVR). Interactive Programming Guide (I PO) and Pay Per View (PPV) Movies and Events. The Broadcast Television offering will consist of Lifeline, Basic Service tier and an Expanded Service tier. The Lifeline Service tier will include locaJ, public and educationaVgovemment (PEG) channels and select cable channels. The Basic Service tier will include all channels carried on the Lifeline Service tier as well as additional cable channels. premium cable channels, digital music channels, an interactive program guide (I PO), J-IDTV programming and Pay-peT-View programming. The Expanded Service will include all channels carried on the Lifeline and Basic Service including premium channels. digital music channels, etc. plus additional cable channels nOI oITered with the Lifeline and Basic packages. Customers may be charged a monthly recurring fee for each sel top box (STB) based upon the service package they choose. The customer will be offered the option to upgrade Set Top Boxes to include 110 DVR STB for additional monthly fees.
The New Visions system is designed to give subscribers full control over their television experience. In addition to organizing and infonning the customer of the progrrunming line-up, the system is designed from its outset to be an active two-way system for subscriber interaction. if any. required for the selection or use of cable service. The Interactive Programming Guide will support on-screen program control. parental controls, timers, search. and ordering of PPV services. Pay per-view ("'PPV" ) allows subscribers to pay for and watch prescheduled programming events on an on-demand basis. PPV movies or events wiU be selected from the Programming Guide. Authorization for billing will occur at the time of purchase. Events begin at pre-scheduled intervals (i.e., programming is not immediately available). Customers will purchase PPV either as discrete events or in pre-defined packages.
Service Delivery/Connection Method
Connection Method
At initial deployment, an installation technician will connect the New Visions Optical Network Tenninal (ONT) to a central point of demarcation at the home/business where the technician will make final connections to provide the cable television service. After the installation of the ONT. the technician will test the existing in-home coaxial cable to detennine if it is technically acceptable and will connect the service. Irno coaxial cable exists or the coaxial cable
Exhibit 1-2 is unacceptable, the technician will install wiring to the first cable outlet. and will install new Ethernet or coaxial wiring to other locations identified by the customer at the customer·s request and expense. The customer may choose to self-install such wiring. or to obtain other outside alternatives.
Set Top Box: Connection Method
The technician will have a set top box that will need to be installed near the TV. Depending on the inside wiring. the technician will connect a coaxial cable or Ethernet cable from the wall outlet to the set top and another coaxial cable or Ethernet cable from the set top box to the TV. The technician will also connect the custorner·s VCR, Xbox. and/or DVD device and check for proper operation. A fee may be charged for non-standard installations involving multiple components such as surround sound systems or other electronic equipment. This process will be followed for any boxes installed
When a set top box is installed. the technician will initialize the system management program via their laptop computer and the services ordered by the customer will be activated.
Connection Method: - Pay-Per View The set top box provides access to this service. Customers will use their remote control to purchase the programming they desire. Purchases will appear on the monthly bill.
Equipment Changes and Re-Configurations
When a customer changes dle in-llOl11e configuration (e.g .. moving a set top box from one TV to another). the customer will be able to accomplish this change without reconfiguring the set top box.
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Exhibit 1-3 Technical Information
FTTH SYstem Architecture
End-to-End Architecture
Figure 1 shows the architecture topology for supporting service across multiple market areas. A brief summary of the end-Io-end architecture follows. Subsequent sections provide more infonnation on each major component within the planned New Visions FlTll overlay architecture.
Figure I
FTTH Reference Architecture Fiber to the Home
TV Super Headend
Data
10 Video
Softswitch
N
Exhibit 1-4 Figure 2-FITH Full Build and Overlay Architectures
Full Build and Overlay Architectures
• L ,. G~ Flbe, s~e ~ 1- '.G).'b'~~_, cnannels
At the regional level, a "super" headend (SHE) shall serve as the single point of regional content aggregation (see Figure 1). All content shall be encoded into MPEG2&4 streams and transported over 10 Gig fiber network. I n each market where New Visions seeks to offer service, the rPTV cable television traffic is off loaded from the long haul nerwork and tenninated at a Data Center Video Hub (DCVH). Network redundancy and route diversity shall extend from the SHE to the DCVH. In the Syracuse area, the SHE and the DCVH are in the same facility.
The DCVH serves as the local point of aggregation. It is here that off-air and public, education. and government (pEG) channels (where appropriate) are combined with the broadcast cable television coming from the SHE. Interactive Program Guides (IPG) shall be controlled from this site, also. The service that exits the DCVH shall look like the final product viewed by the end user subscriber. Cable television traffic is converted to optical signals at the DCVH and transported over New Visions local area via a IO-gigabit circuit 10 a local Data Center. Voice and high-speed data signals arc combined with the cable television at this location for final transport to the subscriber premises over New Vision's FTIH Gigabit Passive Optical Network (GPON). At the premise, the optical cable television signal is de-multiplexed and converted to an electrical signal, which meets cable television industry standards for cable services. Standard home wiring practices, using coaxial cables, as well as Ethernet cable, shaH distribute the signal to cable ready TV's and standard set top boxes (STB).
Exhibit 1-5 There will be 24X7 control and surveillance of the cable television platform from a remote location. The Network Operations Center (NOC) is located in Syracuse, NY and shall be responsible for the operation and maintenance of the video headend. backbone infrastructure. and GPON network and customer premise equipment.
Super He.dend (SHE) A super headend (SHE). which is located in Syracuse. NY. shall serve as the single point of regional content aggregation. At the general service level, New Visions SHE deploys redundancy on all major components of their system.
The key functions of the SHE include:
Content Reception Encoding Signal Processing Network Interface
The majority of cable television sources shall be individual content provider programming. New Visions shall use a mix of standard definition and high definition formats. All content shall be encoded into MPEG2 & MPEG4 streams, and transported via a 10 gigabit network to a metro/local Data Center Video Hub. The local Data Center(s) will then transport video, data and telephone service via a GPON network to the subscriber.
I O~Gigabit Network
In support of the cable television service, New Visions will use IO-gigabit network facilities in the Data Center's serving target cable markets. Where multiple data centers exist within a market, redundancy options shall dictate if a single or multiple data centers shall be designated for supporting the cable television traffic.
In most cases, it is expected that the cable television traffic shall traverse multiple interconnected IO-gigabit networks between the SHE and the destination market. Once the cable traffic reaches a data center video hub located in a target market, it will be forwarded to the local data center via a IO-gigabit network. These facilities shall connect the SHE to a data center video hub. These data centers are capable of serving multiple communities within a target market. If more than one data center video hub is required. a 10 gigabit network would be deployed to cover multiple sites.
Data Center Video Hub Office CDCV1-Q
The Data Center video hub serves as the metro or local point of aggregation. The DCVH location is based on a combination of technical factors, metro fiber availability, local channel reception characteristics, and municipal regulations (e.g., zoning ordinances).
Exhibit 1-6 Under current network design plans, the anticipated functions of the Data Center Video Hub include:
Ad Insertion PEG Content Signal Grooming and Multiplexing
Emergency Alert Service
Interactive Program Guide
Conditional Access
Local Content
The DCVH shall aggregate three basic sources of content: national broadcast channels, local broadcast channels, and public, education, & government (PEG) channels. The national content is the traffic sent from the SHE and is delivered via a 10 Gigabit circuit. The local broadcast channels shall be received off-air via antennas or terrestrial fiber transport located at the DCVH site. The PEG channels shall be collected via terrestrial connections from each local franchising area (LFA) selVed by the DCVII.
The final collection of content is converted to an internet protocol. From the DCVII the signal is sent to a data center(s) via a 1O-gigabit circuit. At each data center the cable television signals are transported on the GPON network at 1550 nrn wavelength band to a customer's home.
Metro Area! Local Transport
The optical cable television signals coming from the DCVH are transported on a 10-gigabit fiber network available within New Visions backbone network.
Data Center Video Hub Office & Gigabit Passive Optical Network (GPON)
DCVH is a location within metro area and other Data Centers that contain FTfI I equipment. Local channels and PEG insertion occur at this location in the network.
The key function of the DCVH is to combine Broadcast Cable television with local channels & PEG insertion.
Exhibit 1-7 Once in the DCVH ~ the optical cable television signal is sent to the local Data Centers (IX) which is used to add the cable signal to the voice and high-speed data signals' wavelength (1490nm) - coming from the Optical Line Terminal (OLT) - together with the cable wavelength onto a single optical source. This optical signal is then sent towards the subscriber premises via a OPON. The DC will also playa role in supporting upstream signals from the customer premises for pay-per-view services. Pay-per view usage data uses the data service's 131 Onm upstream wavelength. The upstream data communications shall be sent back to a subscriber database located in the Network Operations Center.
Customer ?remises
At the premise. an Optical Network Terminal (ONT) de-multiplexes the 1550nm optical signal and simply converts it to a voice, data and cable television electrical signal, which meets cable television industry standards for cable services.
It is expected tha~ in many cases, standard home wiring practices, using coaxial cables and/or Ethernet cable. will distribute the signal to cable ready televisions and to STBs for digital subscribers.
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Exhibit 1-8 LEGAL AUTHORITY TO CONSTRUCT FIBER TO THE PREMISES
New Visions Communications will construct a new Fiber to the Home (FITH) network. It has pole attachment and underground conduit agreements with the Electric utilities and Verizon to attach their fiber to these facilities and to a customer's home.
New Visions wi ll built its FlTH network to provide voice and data services. A cable franchise will be required prior to New Visions using the FTTI-I network to provide video programming to multiple subscribers in a local franchise area.
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Exhibit 1-9 NE\NVISI NS
SECTION III
Cable Franchise Agreement
Exhibits Cable Franchise Agreement By and Between The Village of Parish And New Visions Communications, Inc. TillS CABLE FRANCHISE AGREEMENT (the "Franchise' or "Agreement") is entered into by and between the Village of Parish, N.Y. a validly organized and existing political subdivision of the State of New York (the "Local Franchising Authority" or "LFA") and New Visions Communications. Inc ., a corporation duly organized under the applicable Jaws of the State of Delaware (the ·'Franchisee").
WIIEREAS, the LFA wishes to grant Franchisee a nonexclusive franchise to construct, install. maintain, extend and operate a cable system in the Franchise Area as designated in this Franchise;
WHEREAS, the LFA is a "franchising authority" in accordance with Title VI of the Communications Act. (see 47 U.S.C. §522( IO») and is authorized to grant one or more nonexclusive cable franchises pursuant to Article II of the New York Public Service Law, as amended, and Title 16. Chapter VIII. Parts 890.60 through 899, of the Official Compilation of Codes, Rules and Regulations of the State of New York. as amended:
WHEREAS, Franchisee is in the process of installing its telecommunications and information services network ("Network") in the Franchise Area which transmits the Non-Cable Services pursuant to authority granted by Section 27 of the New York Transportation Corporations Law. as amended, and Title II of the Communications Act. which Non-Cable Services are not subject to the Cable Law or Title VI of the Communications Act;
WHEREAS. the Network occupies the Public Rights-of-Way within the LFA, and Franchisee desires to use portions of the Network to provide Cable Services (as hereinafter defined) in the Franchise Area;
WHEREAS, the LFA has identified the future cable-related needs and interests of the LFA and its community, has considered and approved the financial. technical and legal qualifications of Franchisee, and has determined that Franchisee's plans for its Cable System are adequate and feasible in a full public proceeding affording due process to all parties;
WHEREAS, the LFA has found Franchisee to be financially, technically and legally qualified to operate the Cable System:
WHEREAS, the LFA has determined that in accordance with the provisions of the Cable Law, this Franchise complies with NY PSC's franchise standards and the grant of a nonexclusive franchise to Franchisee is consistent with the public interest; and
WHEREAS. the LFA and Franchisee have reached agreement on the terms and conditions set forth herein and the parties have agreed to be bound by those terms and conditions.
NOW, THEREFORE, in consideration of the LFA's grant of a franchise to Franchisee. Franchisee's promise to provide Cable Service to residents of the Franchise/Service Area of the LF A pursuant to and consistent with the Cable Law, pursuant to the tenns and conditions set forth herein, the promises and undertakings herein. and other good and valuable consideration, the receipt and the adequacy of which are hereby acknowledged,
THE SIGNATORIES DO HEREBY AGREE AS FOLLOWS:
I. DEFINIT IONS
Except as otherwise provided herein, the definitions and word usages set forth in the Cable Law are incorporated herein and shall apply in this Agreement. In addition, the following definitions shall apply:
1.1. Access Channel: A video Channel, which Franchisee shall make available to the LF A without charge for Public, Educational. or Governmental noncommercial use for the transmission of video programming as directed by the LF A.
1.2. Affiliate: Any Person who, directly or indirectly. owns or controls. is owned or controlled by, or is under common ownership or control with, the Franchisee.
1.3. Basic Service: Any service tier. which includes the retransmission of local television broadcast signals as well as the PEG Channels required by this Franchise.
1.4. Cable Law: Article 11 of the New York Public Service Law, as amended, and Title 16, Chapter VIII. Parts 890.60 through 899, of the Official Compilation of Codes, Rules and Regulations of the State of New York, as amended, to the extent authorized under and consistent with federal law.
1.5. Cable Service or Cable Services: Shall be defined herein as it is defined under Section 602 of the Communications Act, 47 U.S.C. § 522(6). as amended.
1.6. Cable System or System: Shall be defined herein as it is defined under Section 602 of the Communications Act, 47 U.S.C. § 522(7), as amended.
1.7. Channel: Shall be defined herein as it is defined under Section 602 of the Communications Act. 47 U.S.c. § 522(4). as amended.
1.8. Communications Act: The Communications Act of 1934, as amended.
1.9. Control: The ability to exercise de/aclO or de jure control over day-to-day policies and operations or the management of Franchisee's affairs.
1.10. Educational Access Channel: An Access Channel available for noncommercial use solely by local public schools and public school districts in the Franchise Area and other not-for-profit educational institutions chartered or licensed by the New York State Department of Education or Board of Regents in the Franchise Area.
- 3 - 1.11. FCC: The United States Federal Communications Commission, its designee or successor governmental entity thereto.
1.12. Force Majeure: An event or events reasonably beyond the ability of Franchisee to anticipate and control. This includes. but is not limited to. severe or unusual weather conditions, strikes, labor disturbances and disputes. war or act of war (whether an actual declaration of war is made or not). insurrection. riots. act of public enemy. incidences of terrorism. acts of vandalism, actions or inactions of any government instrumentality or public utility including condemnation, accidents for which the Franchisee is not primarily responsible, fire, Oood, or other acts of God. or work delays caused by waiting for utility providers to service or monitor utility poles to which Franchisee's Network is attached, and unavailability of materials and/or qualified labor to perfoml the work necessary.
1.13. Franchise Area: The incorporated area (entire existing territorial limits) of the LF A. and such additional areas as may be annexed or acquired.
1.14. Franchisee: New Visions Communications. Inc. and its lawful and permitted successors. assigns and transferees.
1.15. Go\'ernmenf Access Channel: An Access Channel available for the sole noncommercial use of the LFA.
1.16. Gross Revenue: All revenue, as determined in accordance with generally accepted accounting principles, which is derived by Franchisee from the operation of the Cable System to provide Cable Service in the Service Area.
1.16.1. Gross Revenue includes. without limitation: all Subscriber and customer revenues earned or accrued net of bad debts including revenue for:
1.16.1.1. Basic Service:
1.16.1.2. all fees charged to any Subscribers for any and all Cable Service provided by Franchisee over the Cable System in the Service Area, including without limitation Cable Service related program guides. the installation, disconnection or reconnection of Cable Service; revenues from late or delinquent charge fees; Cable Service related to repair calls; the provision of converters. remote controls, additional outlets and/or other Cable Service related Subscriber premises equipment. whether by lease or fee;
1.16.1.3. video-an-demand and pay-per-view;
1.16.1.4. revenues from the sale or lease of access channel(s) or channel capacity;
1.16.1.5. compensation received by Franchisee that is derived from the operation of Franchisee's Cable System to provide Cable Service within the Service Area with respect to commissions that are paid to Franchisee as compensation for promotion or
- 4- exhibition of any products or services on the Cable System, such as '''home shopping" or a similar channel. subject to the exceptions below;
1.16.1.6. a pro rata portion of all revenue derived by Franchisee pursuant 10 compensation arrangements for advertising derived from the operation of Franchisee's Cable System to provide Cable Service within the Service Area. subject to the exceptions below. The allocation shall be based on the number of paid Subscribers in the Service Area divided by the total number of paid subscribers in relation to the relevant local. regional or national compensation arrangement. Advertising commissions paid 10 third parties shall not be netted against advertising revenue included in Gross Revenue;
1.16.2. Gross Revenue shall not include:
1.16.2.1. Franchise Fees imposed on Franchisee by the LF A that are passed through from Franchisee as a line item paid by Subscribers;
1.16.2.2. revenues received by any Affiliate or other Person in exchange for supplying goods or services used by Franchisee to provide Cable Service over the Cable System;
1.16.2.3. bad debts written off by Franchisee in the normal course of its business (provided. however, that bad debt recoveries shall be included in Gross Revenue during the period collected);
1.16.2.4. refunds, rebates or discounts made to Subscribers or other third parties;
1.16.2.5. the sale of Cable Services on the Cable System for resale in which the purchaser is required to collect cable Franchise Fees from purchaser's customer;
1.16.2.6. the sale of Cable Services to customers, which are exempt, as required or allowed by the LFA including, without limitation, the provision of Cable Services to public institutions as required or permitted herein;
1.16.2.7. any tax of general applicability imposed upon Franchisee or upon Subscribers by a city. state. federal or any other governmental entity and required 10 be collected by Franchisee and remitted to the taxing entity (including, but not limited to. sales/use ta'<, gross receipts tax, excise tax. utility users tax, public service tax. communication taxes and non-cable franchise fees);
1.16.2.8. any foregone revenue which Franchisee chooses not to receive in exchange for its provision of free or reduced cost cable or other communications services to any Person. including without limitation, employees of Franchisee and public institutions or other institutions designated in the Franchise (provided. however, that such
- 5 - foregone revenue which Franchisee chooses not to receive in exchange for trades, barters. services or other items of value shall be included in Gross Revenue);
1.16.2.9. directory or Internet advertising revenue including, but not limited to. yellow page, white page, banner advertisement and electronic publishing;
1.16.2.10. any fees or charges collected from Subscribers or other third parties for any PEG Grant payments.
1.16.2.11. Except as otherwise provided in Subsection 1.16.1. any revenues classified, in whole or in part, as Non-Cable Services revenue under federal or state law including. without limitation, revenue received from Telecommunications Services: revenue received from Infonnation Services. including, without limitation, Internet Access service, electronic mail service, electronic bulletin board service. or similar online computer services: charges made to the public for commercial or cable television that is used for two-way communication; and any other revenues attributed by Franchisee to Non-Cable Services in accordance with federal law, rules. regulations. standards or orders.
1.17. Information Services: Shall be defined herein as it is defined under Section 3 of the Communications Act, 47 U.S.c. § 153(20), as amended.
1.18. Internet Access: Dial-up or broadband access service that enables Subscribers to access the Internet.
1.19. Local Franchise Authority (LFA): The Village of Parish. New York. or the lawful successor. transferee. or assignee thereof.
1.20. Non-Cable Services: Any service that does not constitute the provision of Video Programming directly to multiple Subscribers in the Franchise Area including, but not limited to. Infonnation Services and Telecommunications Services.
J .21. Normal Business Hours: Those hours during which most similar businesses in the community are open to serve customers. in all cases. "nonnal business hours" must include some evening hours at least one night per week and/or some weekend hours.
1.22. NYPSC: The New York Public Service Commission.
J .23. PEG: Public, Educational, and Governmental.
1.24. Person: An individual, partnership, association, joint stock company. finn, trust, corporation. or governmental entity or other legally recognized entity. private or public. whether profit or not-for-profit.
- 6- 1.25. Public Access Channel: An Access Channel available for nonconunercial use solely by the residents in the Franchise Area on a first-come, first-served, nondiscriminatory basis.
1.26. Public Rights-aI-Way: The surface and the area across, in. over, along, upon and below the surface of the public streets, roads, bridges. sidewalks, lanes. courts. ways. aUeys, and boulevards, including. public utility easements and public lands and waternrays used as Public Rights-or-Way, as the same now or may thereafter exisl, which are under the jurisdiction or control of the LF A. Public Rights-of-Way do not include the airnraves above a right-of-way with regard to cellular or other nonwire communications or broadcast services.
1.27. Service Area: All portions of the Franchise Area where Cable Service is being offered, as described in Ex hibit A auached hereto.
1.28. Subscriber: A Person who lawfully receives Cable Service over the Cable System with Franchisee's express permission.
1.29. Telecommunication Services: Shall be defined herein as it is defined under Section 3 of the Communications Act. 47 U.S.c. § 153(46), as amended.
1.30. Tirle VI: Title VI of the Communications Act. Cable Communications. as amended.
1.31. Transfer ofthe Frcmchise:
1.31.1. Any transaction in which:
1.31.1.1. a fifty percent ownership or other interest in Franchisee is transferred. directly or indirectly. from one Person or group of Persons to another Person or group of Persons, so that Control of Franchisee is transferred; or
1.31.1.2. the rights held by Franchisee under the Franchise and the certificate of confirmation issued therefor by the NY PSC are transferred or assigned to another Person or group of Persons.
1.31.2. However, notwithstanding Sub-subsections 1.31.1.1 and 1.31.1.2 above, a Transfer ofthe Franchise shall not include transfer of an ownership or other interest in Franchisee to the parent of Franchisee or to another Affiliate of Franchisee; transfer of an interest in the Franchise or the rights held by the Franchisee under the Franchise 10 the parent of Franchisee or to another Affiliate of Franchisee; any action which is the result of a merger of the parent of the Franchisee; or any action which is the result ofa merger of another Affiliate of the Franchisee.
1.32. Video Programming: Shall be defined herein as it is defined under Section 602 of the Communications Act. 47 U.S.C. § 522(20), as amended .
• 7 . 2. G RANT OF AUTHORITY; L IM ITS AND RESE RVATIONS
2.1. Grant ofAuthority: Subject to the tenns and conditions of this Agreement. the Pole Attachment Agreement with the LF A, and the Cable Law, the LF A hereby grants the Franchisee the right to own, construct, operate and majntain a Cable System along the Public Rights-of-Way within the Franchise Area, in order to provide Cable Service. No privilege or power of eminent domain is bestowed by this grant; nor is such a privilege or power bestowed by this Agreement.
2.2. The Network: Upon delivery of Cable Service, by subjecting Franchisee's mixed-use facilities to the NY PSC's minimum franchise standards and the LFA's police pov.:er, the LF A has not been granted broad new authority over the construction, placement and operation of Franchisee's mixed-use facilities.
2.3. Effective Date and Term: This Franchise shall become effective on the date thal the NY PSC issues a certificate of confinnation for this Franchise (the "Effective Date"), following its approval by the LFA's governing authority authorized to grant franchises and its acceptance by the Franchisee. The tenn of this Franchise shaH be ten (10) years from the Effective Date unless the Franchise is earlier revoked as provided herein. The Franchisee shall memorialize the Effective Date by notifying the LFA in writing of the same, which notification shall become a part of this Franchise. Franchisee shall file applications for all necessary approvals from the NYPSC or FCC within sixty (60) days of the approval of the Franchise or any amendment thereto by the LF A.
2.4. Gran! Not £r:c/usil'e: The Franchise and the rights granted herein to use and occupy the Public Rights-of-Way to provide Cable Services shall not be exclusive. and the LF A reserves the right to grant and/or renew other franchises for similar uses or for other uses of the Public Rights-of-Way, or any portions thereof, to any Person, or to make any such use itself, at any time during the tenn of this Franchise. Any such rights which are granted shall not adversely impact the authority as granted under this Franchise and shall not interfere with existing facilities of the Cable System or Franchisee's Network.
2.5. Franchise Subject 10 Federal Law: Notwithstanding any provision to the contrary herein. this Franchise is subject to and shall be governed by all applicable provisions of federal law as it may be amended, including but not limited to the Communications Act.
2.6. No Waiver:
2.6.1. Thc failure of the LF A on one or more occasions to exercise a right under this Franchise. the Cable Law or other applicable state or federal law, or to require compliance or performance under this Franchise. shall not be deemed to constitute a waiver of sueh right or a waiver of compliance or performance of this Agreement, nor shall it excuse Franchisee from compliance or performance. unless such right or such compliance or performance has been specifically waived in writing.
. 8 . 2.6.2. The failure of the Franchisee on one or more occasions to exercise a right under this Franchise, the Cable Law or other applicable state or federal law. or to require performance under this Franchise. shall not be deemed to constitute a waiver of such right or a waiver of performance of this Agreement. nor shall it excuse the LF A from performance, unless such right or such performance has been specifically waived in writing.
2.7. Construction ofAgreement:
2.7.1. The provisions of this Franchise shall be liberally construed to effectuate their objectives.
2.7.2. Nothing herein shall be construed to limit the scope or applicability of Section 625 of the Communications Act, 47 U.S.C. § 545, as anlended.
2.8. Police Powers: The LF A shall not enact any local laws that are inconsistent with this Franchise. provided, however. that nothing in this Franchise shall be construed to prohibit the reasonable; necessary and lawful exercise of the police powers of the LFA in a manner not materially in connict with the privileges granted in this Franchise and consistent with all federal and state laws, regulations and orders.
2.9. Restoration of Property: Any and all municipal property, which shall include the Public Rights-of-Way, or private property, which are destroyed or damaged by Franchisee during the construction. repair. replacement, relocation, operation, maintenance or reconstruction of the Cable System shall be promptly replaced or repaired by Franchisee. at its expense, and restored to a serviceable condition as good as that prevailing expense, and restored to a serviceable condition as good as that prevailing prior to Franchisee's disturbance of, or damage to, the property. If Franchisee fails to repair, replace, or otherwise correct a property following reasonable written notice by the LF A, the LF A may complete any repair, replacement, restoration or other correction and invoice Franchisee for the same.
3. PROVISION OF CABLE SERVICE
3.1. Serv;ce Area: Subject to the issuance of all necessary permits by the LF A. Franchisee shall offer Cable Service to significant numbers of Subscribers within residential areas of the Service Area and may make Cable Service available to businesses in the Service Area, within twelve (12) months and shall offer Cable Service to all residential areas of the Service Area within five (5) years, of the Effective Date of this Franchise. or. in both instances, such longer period as may be permitted by the Cable Law, except, in accordance with NY PSC rules and regulations: (A) for periods of Force Majeure; (8) for periods of delay caused by the LFA; (C) for periods of delay resulting from Franchisee's inabi li ty to obtain authority to access Public Rights-or-Way in the Service Area; (D) in areas where developments or buildings are subject to claimed exclusive arrangements with other providers; (E) in areas, developments or buildings where Franchisee cannot gain access after good faith effons; (F) in areas, developments or bui ldings where the provision of Cable Service is economically infeasible because such provision requires nonstandard facilities which are not available on a commercially
- 9 - reasonable basis: and (G) in areas where the occupied residential household density does not meet the density and other requirements set forth in Subsection 3.1.1. and Section 3.2.
3.1.1. Density Requirement: Franchisee shall make Cable Services available to residential dwelling units in all areas of the Service Area where the average density is equal to or greater than thirty-five (35) occupied residential dwelling units per mile as measured in strand footage from the nearest technically feasible point on the active Network trunk or feeder line. Should, through new construction, an area within the Service Area meet the density requirements after the time stated for providing Cable Service as set forth in Section 3. I respectively. Franchisee shall provide Cable Service to such area within twelve (12) months of receiving notice from the LF A that the density requirements have been met.
3.2. Availability of Cable Service: Franchisee shall make Cable Service available to all residential dwelling units and may make Cable Service available to businesses within the Service Area in confonnance with Section 3.1, and Franchisee shall not discriminate between or among any individuals in the availability of Cable Service or based upon the income in a local area. In the areas in which Franchisee shall provide Cable Service, Franchisee shall be required to connect. at Franchisee's expense, other than a standard installation charge, all residential dwelling units that are within one hundred fifty (150) feet of trunk or feeder lines not otherwise already served by Franchisee's Network. Franchisee shall be allowed to recover, from a Subscriber that requests such connection, the actual costs incurred for residential dwelling unit connections that exceed one hundred fifty (150) feet or are in an area with a density of less than thirty-five (35) occupied residential dwelling units per mile and the actual costs incurred to connect any non-residential dwelling unit Subscriber. provided. however. that Franchisee may seek a-waiver of any requirement that it extend service to any party requesting the same in an area with a density of less than thirty-five (35) occupied residential dwelling units per mile if such would not be possible within the limitations of economic feasibility.
3.3. Cable Sen'ice 10 Public Buildings: Subject to Section 3.1. Franchisee shall provide, without charge within the Service Area, one service outlet activated for Basic Service to each public school and public library, and such other bui ldings used for municipal purposes as may be designated by the LFA as provided in Exhibit B attached hereto; provided. however, that if it is necessary to extend Franchisee's trunk or feeder lines more than two hundred (200) feet solely to provide service to any such school or public building, the LF A shall have the option either of paying Franchisee's direct costs for such extension in excess of two hundred (200) feet. or of releasing Franchisee from the obligation to provide service to such school or public building. Furthennore, Franchisee shall be permitted to recover, from any school or public building owner entitled to free service. the direct cost of installing, when requested to do so, more than one outlet. or concealed inside wiring. or a service outlet requiring more than two hundred (200) feet of drop cable; provided, however, that Franchisee shall not charge for the provision of Basic Service to the additional service outlets once installed. Cable Service may not be resold or otherwise used in contravention of Franchisee's rights with third parties respecting programming. Equipment provided by Franchisee, if any, shall be replaced at retail rates if lost. stolen or damaged.
- 10- 3.4. Contribution in Aid: Notwithstanding the foregoing, Franchisee shall comply at all times, with the requirements of Section 895.5 of NY PSC rules and regulations.
4. SYSTEM FACILITIES
4.1. Cons/ruction Standards and Codes:
4.1.1. Franchisee shall construct and maintain its Cable System using materials of good and durable quality. All work involved in the construction, installation. maintenance and repair of the cable system shall be performed in a safe. thorough and reliable manner.
4.1.2. All construction practices shall be In accordance with all applicable Federal and state law and generally applicable local codes.
4.1.3. All installation of electronic equipment shall be of a permanent nature, durable and installed in accordance with the provisions of the applicable National Electrical Safety Code and National Electrical Code.
4.1.4. All of Franchisee's plant and equipment (a) shall be installed, located, erected, constructed, reconstructed. replaced. removed. repaired, maintained and operated in accordance with good engineering practices; and (b) shall not endanger or interfere with ordinary use of the Public Rights-of-Way or unnecessarily hinder or obstruct pedestrians or vehicular traffic.
4.1.5. Franchisee shall at all times employ reasonable care and shall install and maintain in use commonly accepted methods and devices preventing failures and accidents which are likely to cause damage, injury or nuisance to the public.
4.1.6. Franchisee intends to construct a fiber cable system capable of providing a minimum capacity of 78 channels. Franchisee shall maintain the system at the same or enhanced level during the tenn of the franchise.
4.1.7. Franchisee shall adhere to all building and zoning codes currently or hereafter applicable to construction in the Franchise Area.
4.1.8. The LF A shall have the right to inspect all construction or installation work to the Public Rights-of-Way performed pursuant to the provisions of this Agreement.
4.2. System Characteristics: During the tcnn hereof. Franchisee's Cable System shall be designed to be an active two-way plant for subscriber interaction, if any. required for the selection or use of Cable Service.
- 11 - 4.3. Emergency Alert System: Franchisee shall comply with the Emergency Alert System (""EAS") requirements of the FCC and the State of New York, including the NY PSC's rules and regulations and the current New York EAS Plan, in order that emergency messages may be distributed over the System.
4.4. Parental Controls: Upon request by any Subscriber, and where technologically feasible, the Franchisee shall provide such requesting Subscriber with a parental control device. Such device will, at a minimum. offer as an option that a Person ordering programming must provide a personal identification number or other means provided by the Franchisee only to a Subscriber: provided. however, that the Franchise shall bear no responsibility for the exercise of parental controls and shall incur no liability for any Subscriber's or viewer's exercise or failure to exercise such controls.
5. PEG SE RVICES
5.1. PEG Sel Aside:
5.1.1. In order to ensure universal availability of public, educational and government programming, Franchisee shall provide capacity on its Basic Service tier for up to one (I) dedicated Public Access Channel. one (I) dedicated Educational Access Channel, and up to one (I) dedicated Government Access Channel (collectively, "PEG Channels").
5.1.2. The programming to be carried on each of the PEG Channels set aside by Franchisee is reflected in Exhibit C attached hereto. The LF A hereby authorizes Franchisee to transmit such programming within and without LFA jurisdictional boundaries. Franchisee specificall y reserves the right to make or change channel assignments in its sole discretion. If a PEG Channel provided under this Article is not being used by the FLA. Franchisee may use such PEG Channel, in its sole discretion, until such time as the LFA elect to use the PEG Channel for its intended purpose in accordance with Section 895.4 of the NY PSC rules and regulations.
5.1.3. Franchisee shall provide the technical ability to play back pre recorded programming provided to Franchisee consistent with this Section. Franchisee shall transmit programming consistent with the dedicated uses of PEG Access Channels. Franchisee shall comply at all times with the requirements of Section 895.4 of the NY PSC rules and regulations.
5.2. Indemnity for PEG: The LFA shall require all local producers and users of any of the PEG facilities or Channels to agree in writing to authorize Franchisee to transmit programming consistent with this Agreement and to defend and hold harmless Franchisee and the LFA from and against any and all liability or other injury, including the reasonable cost of defending claims or litigation. arising from or in connection with claims for failure to comply with applicable federal laws. rules. regulations or other requirements of local, state or federal authorities; fo r claims of li bel, slander, invasion of privacy, or the infri ngement of common law or statutory copyright; for unauthorized use of any trademark. trade name or service mark; for breach of contractual or other obligations owing to third parties by the producer or user: and for
- 12 - any other injury or damage in law or equity, which result from the use of a PEG facility or Channel. The LF A shall establish rules and regulations for use of PEG facilities, consistent with, and as required by. 47 U.S.c. § 531.
5.3. RecO\'ery of Costs: To the extent permitted by federal law, the Franchisee shall be allowed to recover any costs arising from the provision of PEG services from Subscribers and to include such costs as a separately billed line item on each Subscriber's bill. Without limiting the forgoing, if allowed under state and federal laws, Franchisee may externalize, line-item, or otherwise pass-through interconnection and any franchise-related costs to Subscribers.
6. FRANCHISE FEES
6.1. Payment to LFA: Franchisee shall pay to the LF A a Franchise Fee of three percent (3%) of annual Gross Revenue (the "Franchise Fee"). In accordance with Title VI. the twelve (12) month period applicable under the Franchise for the computation of the Franchise Fee shall be a calendar year. Such payments shall be made no later than forty-five (45) days following the end of each calendar quarter. Franchisee shall be allowed to submit or correct any payments that were incorrectly omitted, and shall be refunded any payments that were incorrectly submitted, in connection with the quarterly Franchise Fee remittances within ninety (90) days following the close of the calendar year for which such payments were applicable.
6.2. Supporting Information: Each Franchise Fee payment shall be accompanied by a brief report prepared by a representative of Franchisee showing the basis for the computation.
6.3. Limitation on Franchise Fee Actions: The parties agree that the period of limitation for recovery of any Franchise Fee payable hereunder shall be six (6) years from the date on which payment by Franchisee is due, but cannot exceed the date of records retention reflected in Article 7.
6.4. Bundled Services: If Cable Services subject to the Franchise Fee required under this Article 6 are provided to Subscribers in conjunction with Non-Cable Services. the Franchise Fee shall be applied only to the value of the Cable Services, as reflected on the books and records of Franchisee in accordance with FCC or state public utility regulatory commission rules. regulations. standards or orders.
7. REPORTS AND RECORDS
7.1. Open Books and Records: Upon reasonable written notice to the Franchisee and with no less than thirty (30) business days wrinen notice to the Franchisee, the LFA or its duly authorized auditor shaH have the right to inspect Franchisee's books and records pertaining to Franchisee's provision of Cable Service in the Franchise Area at any time during Normal Business Hours and on a nondisruptive basis, as are reasonably necessary to ensure compliance with the terms of this Franchise. Franchisee shall not be required to maintain any books and records for Franchise compliance purposes longer than six (6) years. Notwithstanding
- 13 - anything to the contrary set forth herein. Franchisee shall not be required to disclose information that it reasonably deems to be proprietary or confidential in nature. nor disclose any of its or an Affiliate's books and records not relating to the provision of Cable Service in the Service Area. The LF A and its authorized auditor shall treat any infonnation disclosed by Franchisee as confidential and the LFA shall only disclose it to employees, representatives, and agents thereof who have a need to know, or in order to enforce the provisions hereof. Franchisee shall not be required to provide Subscriber information in violation of Section 631 of the Communications Act, 47 U.S.c. §551.
7.2. Records ReqUired: Franchisee shall at all times maintain:
7.2.1. Records of all written complaints for a period of six (6) years after receipt by Franchisee. The tenll "complaint" as used herein refers to complaints about any aspect of the Cable System or Franchisee's cable operations, including, without limitation, complaints about employee courtesy. Complaints recorded will not be limited to complaints requiring an employee service call;
7.2.2. Records of outages for a period of six (6) years after occurrence, indicating date, duration, area. and the number of Subscribers affected, type of outage, and cause;
7.2.3. Records of service calls for repair and maintenance for a period of six (6) years after resolution by Franchisee. indicating the date and time service was required, the date of acknowledgment and date and time service was scheduled (if it was scheduled), and the date and time service was provided, and (if different) the date and time the problem was resolved;
7.2.4. Records of installationlreconnection and requests for service extension for a period of six (6) years after the request was fulfilled by Franchisee, indicating the date of request, date of acknowledgment, and the date and time service was extended; and
7.2.5. A map showing the area of coverage for the provisioning of Cable Services and estimated timetable to commence providing Cable Service.
7.3. System-Wide Statistic's: Any valid reporting requirement in the Franchise may be satisfied with system-wide statistics. except those re lated to Franchise Fees and consumer complaints.
8. INSURANCE AN D INDEMNIFICATION
8.1. Insurance:
8. 1.1. Franchisee shall maintain in full force and effect. at its own cost and expense. during the Franchise Term. the following insurance coverage:
- 14- 8.1.1.1. Commercial General Liability Insurance in the amount of one million dollars ($1,000,000) combined single limit for property damage and bodily injury. Such insurance shall cover the construction, operation and maintenance of the Cable System, and the conduct of Franchisee's Cable Service business in the LF A.
8.1.1.2. Automobile Liability Insurance in the amount of one million dollars ($1.000,000) combined single limit for bodily injury and property damage coverage.
8.1.1.3. Workers' Compensation and Disability insurance meeting all legal requirements of the State of New York.
8.1.1.4. Employers' Liability Insurance in the following amounts: (A) Bodily Injury by Accident: $100.000; and (B) Bodily Injury by Disease: $100.000 employee limit; $500,000 policy limit.
8.1.1.5. Excess liability or umbrella coverage in the amount of five million dollars ($5,000,000).
8.1.1.6. The limits required above may be satisfied with a combination of primary and excess coverage and shall be issued on a primary, non-contributory basis.
8.1.2. The LF A shall be included as an additional insured on the GeneraJ Liability. Automobile Liability and umbrella policies.
8.1.3. Each of the required insurance policies shall be noncancellable except upon thirty (30) days prior written notice to the LF A. Franchisee shall not cancel any required insurance policy without submitting documentation to the LFA verifying that the Franchisee has obtained alternative insurance in conformance with this Agreement.
8.1.4. Each of the required insurance policies shall be with insurers authorized or permitted to do business in the State of New York. with an A- or better rating for financial condition and financial performance by Best's Key Rating Guide, Propeny/Casualty Edition.
8.1.5. Within thirty (30) days of the Effective Date. and annually upon renewal of insurance thereafter for the Tenn of this Agreement. Franchisee shall deliver to the LFA Certificates of Insurance showing evidence of the required coverage. The Certificate of Insurance shall not include language which impacts the effectiveness and applicability of such coverage. Upon request, Franchisee shall provide blanket additional insured endorsements for the General Liability, Automobile Liability and umbrella policies.
8.2. Indemnifications:
- 15 - 8.2.1. Franchisee shall indemnify, defend and hold harmless the LFA for all damages and penalties incurred by LFA as a result of Franchisee's conduct or performance under this Agreement or exercise of the Franchise. These damages and penalties shall include, but shall not be limited to. damages arising out of personal injury. property damage, copyright infringement, defamation. antitrust. errors and omission. theft. fire and all other damages arising out of Franchisee's exercise of the Franchise, whether or not any act or omission complained of is authorized, allowed or prohibited by thi s Agreement: such indemnification shall include. but not be limited to, reasonable attorney's fees and costs. Franchisee's obligations hereunder shall not extend to any claim or loss to the extent arising from the LFA 's negligence; misconduct; the content of programming carried on any channel set aside for public educational or governmental use, or channels leased pursuant to 47 U.S.c. §532; and, the LFA's use of Franchisee's emergency alert system ("EAS") capability.
8.2.2. In order for the LF A to assert its rights to be indemnified and held harmless. the LF A must:
8.2.2.1. promptly notify Franchisee of any claim or legal proceeding which gives rise to such right;
8.2.2.2. afford Franchisee the opportunity to participate in and fully control any compromise, settlement, resolution or disposition of such claim or proceeding; and
8.2.2.3. fully cooperate in the defense of such claim and make available to Franchisee all such information under its control relating thereto.
9. T RANSFER OF FRANCHISE
9.1. Transfer: Subject to Section 617 of the Communications Act, 47 U.S.C. § 537, as amended, no Transfer of the Franchise shall occur without the prior consent of the LFA, provided that such consent shall not be unreasonably withheld. delayed or conditioned. In considering an application for the Transfer of the Franchise. the LF A may consider the applicant's: (i) technical ability; (ii) financial ability; (iii) good character; and (iv) other qualifications necessary to continue to operate the Cable System consistent with the terms of the Franchise. No such consent shall be required, however, for a transfer in trust, by mortgage, by other hypothecation, by assignment of any rights. tille, or interest of the Franchisee in the Franchise or Cable System in order to secure indebtedness, or for transactions otherwise excluded under Section 1.31 above.
10. RENEWAL OF FRANCm SE
10.1. Governing Law: The LF A and Franchisee agree that any proceedings undertaken by the LF A that relate to the renewal of this Franchise shall be governed by and comply with the provisions of Section 12.11 below. the Cable Law and Section 626 of the Communications Act. 47 U.S.c. § 546. as amended.
- 16- 10.2. Needs Assessmenl: In addition to the procedures set forth in Section 626 of the Communications Act. the LF A shall notify Franchisee of all of its assessments regarding the identity of future cable~related community needs and interests, as well as the past performance of Franchisee under the then current Franchise term. Such assessments shall be provided to Franchisee by the LF A promptly so that Franchisee will have adequate time to submit a proposal under Section 626 of the Communications Act and complete renewal of the Franchise prior to expiration of its term.
10.3. Informal Negotiations: Notwithstanding anything to the contrary set forth herein, Franchisee and the LF A agree that at any time during the term of the then current Franchise, while affording the public appropriate notice and opportunity to comment, the LFA and Franchjsee may agree to undertake and finalize informal negotiations regarding renewal of the then current Franchise and the LF A may grant a renewal thereor.
10.4. Consistent Terms: Franchisee and the LF A consider the terms set forth in this Article 10 to be consistent with the express provisions of Section 626 of the Communications Act and the Cable Law.
II. ENfORCEMENT AND TERMINATION Of fRANCHISE
11.1. Village of Parish Right 10 Re\'Oke:
11.1.1. In addition to all other rights which the LF A has pursuant to law or equity. the LFA reserves the right to revoke. temlinate or cancel this Agreement and the Franchise and all rights and privileges pertaining thereto, after following the procedures outlined herein. in the event that Franchisee substantiall y violates any material provision of this Agreement and fails to remedy such violation required.
11.1.2. Whenever the LF A finds that Franchisee has allegedly violated one or more material terms, conditions or provisions of this Franchise, a written notice shall be given to Franchisee. The written notice shall describe in reasonable detail the alleged vio lation so as to afford the Franchisee an opportunity to investigate and/or remedy the alleged violation. Franchisee shall have sixty (60) days subsequent to receipt of the notice in which to correct the violation. Franchisee may. within thirty (30) days of receipt of notice, notify the LF A that there is a dispute as to whether a violation or failure has, in facl, occurred. Such notice by Franchisee shall specify with particularity the matters disputed by Franchisee and stay the running of the above-described time.
11.1.3. The LFA shall hear Franchisee's dispute at a regularly scheduled or specially scheduled Board of Trustees meeting of which Franchisee has been given at least two (2) weeks' notice. Franchisee shall have the right to subpoena and examine witnesses and cross~examine any other witnesses. The LF A shall determine if Franchisee has committed a violation and shall make written findings of fact relative to its determination and provide such findings to Franchisee. If a violation is found, Franchisee may petition for reconsideration.
- 17 - 11.1.4. If after hearing the dispute, the claim of non-compliance is upheld by the LF A, then Franchisee shall have sixty (60) days from the date of receipt of LF A's written decision within which to remedy the violation.
11.1.5. The time for Franchisee 10 correct any alleged violation shall be extended by the LF A if the necessary action to correct the alleged violation is of such a nature or character as to require more than sixty (60) days within which to perfonn, provided Franchisee commences corrective action and thereafter exercises due di ligence to correct the violation.
11.1.6. In the event that Franchisee fails to remedy the violation within the time frame set herein. the LF A may revoke the Franchise by vote of its governing body after a public hearing of which Franchisee has been given at least two (2) weeks' notice and at which Franchiscc shall have the right to be hcard; to subpocna and examine witnesses; and cross examine any other witnesses. The LFA shall state in writing the basis for any decision to revoke the Franchise. Any revocation hereunder is subject to appeal by Franchisee in a court of competcnt jurisdiction.
11.2. Removal After Re\'oca/ion or Termina/ion: At the tennination of the Franchise Tenn if renewal has been finally denied in accordance with Federal law, or upon revocation of the Franchise, as provided for herein, the LF A shall have the right to require Franchisee to remove, at Franchisee's expense, all or any portion of the Cable System from the Public Rights-Of-Way within the Franchise Area. In so removing the Cable System, Franchisee shall refill and compact at its own expense any excavation that shall be made and shall leavc all of the Public Rights-Of-Way and private property in as good a condition as that prevailing prior to Franchisee's removaJ of the Cable System, and without affecting, altering or disturbing in anyway electric, telephone or utility, cables wires or attachments. The LFA, or its delegate, shall have the right to inspect and approve the condition of such Public Rights-Of-Way aftcr removal. The insurance and indemnity provisions of this Agreement shall remain in full force and effect during the entire tcnn ofrcmoval.
11.3. Abandonmen/ of Service: Franchisee shall not abandon any Cable Service or portion thereof without the LF A's prior written consent as provided in the Cable Law.
12. MISCELLANEO US PROVISIONS
12.1. Actions of Parlies: In any action by the LF A or Franchisee that is mandated or pennitted under the tenns hereof, such party shall act in a reasonable, expeditious, and timely manner. Furthermore. in any instance where approval or consent is required under the temlS hereof. such approval or consent shall not be unreasonably withheld, delayed or conditioned.
12.2. Binding Acceptance: This Agreement shall bind and benefit the parties hereto and their respective heirs, beneficiaries. administrators. cxecutors, receivers, trustees,
- 18- successors and assigns, and the promises and obligations herein shall survive the expiration date hereof.
12.3. Preemption: In the event that federal or state law, rules, or regulations preempt a provision or limit the enforceability of a provision of this Agreement, the provision shall be read to be preempted to the extent, and for the time, but only to the extent and for the time, required by law. In the event such federal or state law, rule or regulation is subsequently repealed. rescinded. amended or otherwise changed so that the provision hereof that had been preempted is no longer preempted, such provision sha ll thereupon return to full force and effect, and shall thereafter be binding on the parties hereto. without the requirement of further action on .he part of .he LF A.
12.4. Force Majeure: Franchisee shall not be held in default under, or in noncompliance with. the provisions of the Franchise. nor suffer any enforcement or penalty relating to noncompliance or default, where such noncompliance or alleged defaults occurred or were caused by a Force Majeure.
12.4.1. Furthennore. the parties hereby agree that it is not the LFA's intention to subject Franchisee to penalties. fines, forfeitures or revocation of the Franchise for violations of the Franchise where the violation was a good faith eITor that resulted in no or minimal negative impact on Subscribers. or where strict performance would result in practical difficulties and hardship being placed upon Franchisee that outweigh the benefit to be derived by the LFA and/or Subscribers.
12.5. No/ices: Unless otherwise expressly stated herein, notices required under the Franchise shall be mailed first class, postage prepaid, to the addressees below. Each party may change its designee by providing writlen notice to the other pany.
12.5.1. Notices to Franchisee shall be mailed to: New Visions Communications, Inc 6755 Manlius Cen.er Rd. Eas. Syracuse, NY 13057 Aun: President
12.5.2. Notices to the LF A shall be mailed to: Village of Parish Village Clerk P.O Box 66 Parish, NY 13131
12.5.3. with a copy to: Robert D. Ventre. Esq. Coulter. Ventre & McCarthy. L.L.P. 636 Old Liverpool Rd Liverpool, NY 13088-6033
- 19- 12.6. Entire Agreement: This Franchise and the Exhibits hereto constitute the entire agreement between Franchisee and the LFA and they supersede all prior or contemporaneous agreements, representations or understandings (whether written or oral) of the parties regarding the subject matter hereof. Any local laws or parts of local laws that materially conflict with the provisions of this Agreement are superseded by this Agreement.
12.7. Amendments and Modifications: Amendments and/or modifications to this Franchise shall be mutually agreed to in writing by the parties and subject to the approval of the NY PSC, pursuant to the Cable Law.
12.8. Captions: The captions and headings of articles and sections throughout this Agreement are intended solely to facilitate reading and reference to the articles, sections and provisions of this Agreement. Such captions shall not affect the meaning or interpretation of this Agreement.
12.9. SI.H'erabilily: If any section, subsection. sub-subsection, sentence, paragraph, tenn, or provision hereof is detennined to be illegal, invalid, or unconstitutional by any court of competent jurisdiction or by any state or federal regulatory authority having jurisdiction thereof, such detennination shall have no effect on the validity of any other section, subsection. sentence, paragraph, tenn or provision hereof. all of which will remain in full force and effect for the tenn of the Franchise.
12.10. Recitals: The recitals set forth in this Agreement are incorporated into the body Oflhjs Agreement as if they had been originally set forth herein.
12. J 1. Network Transfer Prohibition: Under no circumstance including, without limitation, upon expiration, revocation, temlination, denial of renewal of the Franchise or any other action to forbid or disallow Franchisee from providing Cable Services, shall Franchisee or its assignees be required to sell any right. title, interest, use or control of any portion of Franchisee's Network including, without limitation, the Cable System and any capacity used for Cable Service or otherwise, to the LFA or any third party. Franchisee shall not be required to remove the Network or to relocate the Network or any portion thereof as a result of revocation, expiration, tennination, denial of renewal or any other action to forbid or disaJlow Franchisee from providing Cable Services. Thjs provision is not intended to contravene leased access requirements under Title VI or PEG requirements set out in this Agreement.
12.12. NY PSC Approval: This Franchise is subject to the approval of the NY PSc. Franchisee shall file an application for such approval with the NY PSC within sixty (60) days after the date hereof. Franchisee shall also file any necessary notices with the FCC.
12.13. Rales and Charges: The rates and charges for Cable Service provided pursuant to this Franchise shall be subject to regulation in accordance with federal law.
12.14. Publishing Information: LFA hereby requests that Franchisee omit publishing infonnation specified in 47 C.F.R. § 76.952 from Subscriber bills.
- 20- 12.15. Employmenf Pracfices: Franchisee will not refuse to hire, nor will it bar or discharge from employment, nor discriminate against any person in compensation or in terms, conditions, or privileges of employment because of age, race, creed, color, national origin. or sex.
12.16. Cusfomer Service: Franchisee shall comply with the consumer prOlection and customer service standards set forth in Parts 890 and 896 of the NY PSC rules and regulations.
12.17. No Third Party Beneficiaries: Except as expressly provided in this Agreement. this Agreement is not intended to, and does not, create any rights or benefits on behalf of any Person other than the parties to this Agreement.
12 .18. LFA Official: The Mayor of the LF A is the LF A official that is responsible for the continuing administration of this Agreement.
12.19. No Wah'er of LFA 's Righfs: Notwithstanding anything to the contrary in this Agreement, no provision of this Agreement shall be construed as a waiver of the LFA's rights under applicable federal and state law.
(SIGNATURE PAGE FOLLOWSI
- 21 - 12.20. NO JO/NT VENTURE: Nothing herein shall be deemed to create a JOint venture or any agency or employment relationship between the panies, and neither party is authorized to nor shall either party act toward any third parties or to the public in any manner which would indicate any such relationship with the other.
IN WITNESS WHEREOf, the parties hereto have executed this agreement this __ dayor .2013.
VILLAGE OF PARISH
By: Kathryn Perkins
Title: Mayor
NEW VISIONS COMMUNICATIONS, INC.
By:
Title:
-22- STATE OF NEW YORK ) COUNTY OF OSWEGO ) SS.:
On the __ day of in the year 2013 before me, the undersigned. a Notary Public in and for said State. personally appeared KATHRYN PERKINS. Mayor of the Village of Parish, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that sbe executed the same in her capacity, and that by her signature on the instrument, the individual, or the person upon behalf of which the individual acted. executed the instrument.
NOTARY PUBLIC
STATE OF NEW YORK ) COUNTY OF ONONDAGA ) SS.:
On the __ day of in the year 2013 before me, the undersigned, a Notary Public in and for said State. personally appeared , personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscri bed to the within instrument and acknowledged to me that he/she executed the same in his/her capacity, and that by hislher signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument.
NOTARY PUBLIC
23 EX HIBI TS
Exhibit A: Municipal Buildings to be Provided Free Cable Service
Exhib it B: Service Area
Exhibit C: PEG Channels EXHIBIT A
MUNICIPAL BUILDINGS TO BE PROVIDED FREE CABLE SERVICE
Village of Parish, 2938 E. Main St, Parish. NY 13131 EXHIBIT B
SERVICE AREA
The Service Area shall be the Franchise Area. For the avoidance of doubt, the Service Area does not include any islands or areas occupied by bodies of water. A map of the Service Area is attached hereto for the sole purpose of illustration.
The construction of the Franchisee's fiber nehvork will begin in the summer 0[201 3. New Visions intends to offer cable television services to the franchise service area in 2013. Exhibit B
Village of Parish
lFA Boundary
~ 0' '. "
c EXHIBITC
PEG CHANNELS
The Franchisee shall provide PEG Access Channels pursuant to the Cable Law. NE\NVISI NS
SECTION IV
Channel Lineup
Rates & Packages
Marketing Lineup Application For A Cable Television Franchise Village of Parish, NY!New Visions
New Visions TV - Channel Lineup
Cover Page NEWVISI Complete Channel f eaturing Lineup
1 Videos on Demand 102 Nickelodeon 202 Great American Country 2 CNY Weather 103 Cartoon Network 203 The Country Network 3 NBC WSTM-TV3 106 PBS Kids Sprout 220 AMC 4 ION WSPX-TV56 107 Animal Planet 221 Hallmark 5 CBS WTVH-TV5 108 Hub 222 Hallmark Movie Channel 6 CWWSTQ 109 Qubo 223 Oxygen 7 MyWNYS 118 TV Land 224 SOAP Net 8 Fox WSYT-TV68 119 Comedy Central 225 Lifetime Television 9 ABC WSYR-TV9 120 Spike 226 Lifetime Movie Network 10 New Visions Interactive 121 TBS 227 Lifetime Real Woman 11 PBS WCNY TV24 123 USA Network 231 Food Network 12 WCNY2 124 FX 232 HGTV 13 WCNY3 125 TNT 233 Destination America 14 ION LIFE 126 Tru TV 234 DIY Network 15 C-Span 129 A&E Network 235 Cooking Channel 16 C-Span2 130 National Geographic 237 Bravo 17 C-Span3 131 Discovery Channel 240 Entertainment Television 18 TBN-Trinity 132 TLC 242 Oprah Winfrey Network 19 EWTN 133 History Channel 243 FitTV 20 QVC 134 Investigation Discovery 245 The Biography Channel 21 HSN 135 BBC America 246 History2 22 MeTV 137 Military Channel 247 Military History 23 ABC WSYR-TV9.2 138 The Science Channel 248 Crime and Investigation 25-29 Public Access 139 Travel Channel 266 Mun 2 50-59 Pay Per View 144 SyFy 70 ESPN 145 Cloo PREMIUM CHANNELS 71 ESPN News 157 Turner Classic Movies Ca ll to Order 72 ESPN Classic 158 Chiller 400 Flix 73 ESPN-U 170 The Weather Channel 401 Show1ime 74 ESPN 2 171 ABC News 402 Show1ime Too 75 MLB Network 172 CNN 403 Show1ime Extreme 76 YES 173 HLN 404 Show1ime Next 77 New Visions Sports 175 MSNBC 405 Show1ime Showcase 78 NBC Sports 176 CNBC 406 Show1ime Beyond 81 The Golf Channel 177 CNBC World 407 Show1ime Family Zone 83 Speed Channel 178 Fox News 408 Show1ime Women 84 Sportsman Channel 179 Bloomberg Television 409 TMC The Movie Channel 85 Outdoor Channel 181 RFD TV 410 TMC Xtra 97 Disney Jr. 197 BET 411 Show1ime HD . 98 Disney Channel 198 MTV 412 Show1ime 2 HD 99 ABC Family 199 MTV2 413 TMC HD 100 Disney XD 200 VH1 414 TMCXtraHD 101 Nick Jr. 201 CMT Country PREMIUM CHANNELS 676 A&E HD 905 Flashback '70s 687 Cartoon Network HD 906 Everything '80s Continued ... 689 SyFy HD 907 Nothin. but '90s 450 HBO 690 USA Network HD 908 Maximum Party 451 HBO 2 691 Bravo HD 909 Dance Classics 452 HBO Signature 692 CNBC HD 910 Holiday Hits 453 HBO Family 693 MSNBC HD 911 Dance Clubbin' 454 HBO Latino 694 CNN HD 912 Classic Rock 455 Cinemax 695 CNN HL NEWS HD 913 Rock Alternative 456 More Max 696 TNT HD 914 Rock 457 Action Max 697 TBS HD 915 Hard Rock 458 HBO HD 698 Lifetime HD 916 Alt Rock Classics 459 HBO 2 HD 699 LMN HD 917 The Blues 460 Cinemax HD 700 TCM HD 918 AdultAlternative 500 Encore 703 Speed HD 919 Folk Roots 501 Encore Action 750 Travel HD 920 Alt-Country Americana 502 Encore Drama 751 National Geographic HD 921 Hot Country 503 Encore Love 752 Velocity HD 922 No Fences 504 Encore Mystery 754 EI Entertainment TV HD 923 Country Classics 505 Encore WAM 755 Food Network HD 924 Bluegrass 506 Encore Westerns 756 HGTV HD 925 The Light 507 Starz 757 ESPN HD 926 Gospel 508 Starz Cinema 758 ESPNews HD 927 Soul Storm 509 Starz Comedy 759 ESPN U HD 928 Urban Beats 510 Starz Edge 760 ESPN 2 HD 929 Retro R&B 511 Starz InBlack 762 YES HD 930 Big Band 512 Starz Kids & Family 763 Golf Channel HD 931 Jazz Masters 513 Indie Plex 764 New Visions Sports HD 932 Jazz Now 514 Movie Plex 765 NBC Sports HD 933 Smooth Jazz 515 Retro Plex 766 Outdoor Channel HD 934 The Chill Lounge 517 Starz HD 767 Animal Planet HD 935 The Spa 520 Starz Kids & Family HD 768 Hub HD 936 Easy Listening 769 TLC HD 937 Pop Classics HI-DEF CHANNELS 770 Science Channel HD 938 Classic Masters 771 Discovery HD 939 Chamber Music 603 NBC WSTM-TV3 HD 772 Universal HD 940 Baroque 604 ION WSPX-TV56 HD 779 Destination America HD 941 Opera Plus 605 CBS WTVH-TV5 HD 794 Disney HD 942 Celtic 606 WSTQ HD 795 ABC Family HD 943 Jammin' 607 My WNYS HD 796 Disney XD HD 944 Latino Tropical 608 Fox WSYT-TV68 HD 945 Today's Latin Pop 609 ABC WSYR-TV9 HD MUSIC CHANNELS 946 Retro Latino 611 PBS WCNY-TV24 HD 901 Hit List 947 Latino Urbana 673 TruTV HD 902 Pop Adult 948 Latino Tejano 674 Investigation Disc. HD 903 Standards 949 Regional Mexican 675 History HD 904 Jukebox Oldies 950 Kid's Stuff .
New 1iisIon. channellisllng (Updated 12I04I2(12) Not all listed channels abo~ /'NIl' be a~8I;~ lI'1,our '.VlSIOn package Not.1 Local Public. Ed~'. & Governmental (PEG) channel. may be ava.lao;e .1 !he riffle oIflSlaIlaDOn5 New VISions IS ffflqU1ltl1ly challQlng "S clwnnel hneup 'to \'leW our /stasi publIShed channelllrHWp. please W$I! _ BIIflkUSA COf1"oIlibooIAifIetJp.htm/ Programmll1g sernces offfJf'8d wlIll,n each packags "'" sut,eclio change. and naf;oN progrurrtmlflfl semces WID be aV8,IabJe a/ all limes. Blackout reslrK.:tJon$ iI/$o-wJr- Application ror A Cable Television Franchise Village or Parish, NYlNew Visions
New Visions TV - Rates & Packages
Cover Page NEWVISIW NS·
~ ~ fiUNK_ 'IV. INTERNET • PHONE
Channel Packages Video On Demand & Pay Per View lifeline $18.99 Basic Service $57.49 Releases & Movie library Varies On Demand Adult Varies ( Consists of LIfeline [email protected]/mo. + all Basic channels @S3a.SO/mo.1 Pay-Per-View Events Varies Pay-PerNiew Sports Varies Expanded Service $66.49 (Consists of LIfeline [email protected]/mo. Installation Charges Basic Service @ S38.S0/mo + Expanded Service Service Order Charge $14.95 @S9.00) Standard Install/Reconnect (pre-wired home) $ 39.95 Premium Channels Standard Installation (Unwired Home) $ 79.95 Home Box Office/Cinemax $16.75 Additional Outlets (al time of Inltllllrlslliiallorl) $ 49.95 Additional Outlets (separate trip) Showtime/Movie Channels $15.75 $ 64.95 Starz/Encore $15.49 Equipment Deactivation Fee $ 4.99 Retro Plex,Movie Plex, IndiePlex $ 3.75 Cable Installation for up to 3 TV's $249.95 (movie classic & Independent films.) Other Services & Charges HO (High~Oefinition Package I Seasonal Service Suspension (charged at Irlitiatlon, lifeline $ N/A minimum 2 mOrllhs, maximum 6 mOrllhs) $ 6.00 Basic $ 3.99 Remote replacement (customer pickup) Free Expanded $ 5.99 Damaged STB or Unreturned $195.00 Damaged DVR or Unreturned $475.00 Equipment Damaged In Home Battery or Unreturned $ 75.00 Additional Set·Top·Box $ 6.99 Additional Remote $ 0.59 Whole Home DVR $12.99
Rates and charges apply to starldard resldentlallnstallatlon$ and service. For updated Information plene visit us at www.blinkusa.com. The above rates for cable service oackaRes arid eQuipment do not Include franchise fees or State Ind federal reRulatory fees.
New Visions Communications Inc., 6755 Manlius Center Road, East Syracuse. NY 13057 315-472-6300 Fax: 315-552-9913 Application For A Cable Television Franchise Village of Parish, NY /New Visions
New Visions TV - Marketing Sheets
Cover Page not enough popcorn ...
. .for all this entertainment.
NE\N VISI NS· featuring I K.
indieplex
• encore CI m.wnME F Call to order yours today: 315-472-6300 ·HD Appllel If HD was Purchased with Blink TV Service. New Visions TV
Creati ng a new revolutionary experience by introducing a NEW ERA IN TECHNOLOGY
Sit back and enjoy endless entertainment ... featuring channels that incl ude Local News & Information, Kids & Family, Lifestyles, Sports, Re li gion, Music, Premium Channels, Movies, Pay-Per-View, Movies & Videos on Demand & More . New Visions movie & video library contains an abundant amount of titles and shows per month for your vi ewing pleasure. Make your selection ....j ust sit back and enjoy.
• Movies You'd better grab the large bowl of popcorn .... New Visions TV offers many options when It comes to viewing those blockbuster movies, and even those oldies but goodies. Everything from Disney, Discovery, to Lifestyles & More.
• Movies on Demand Choose from many different movie chorees, and for an affordable pnce. You'U have a hard time choosing with all the blockbuster hits, and old time favorites.
• Videos on Demand Not to worry if you missed your favori te episodes, New Visions offers Video on Demand to meet your busy lifestyle. So don't worry. you can tune in later. ... and not miss a triCk.
• Premium on Demand As a subscriber to New Visions Premium Channels you receive access to our Premium on Demand. You'll be able to instantly access the newest movie releases at your convenience. HBO, Encore, Cinemax, and more .. gives you the golden ticket to Premium on Demand.
• Pay Per View No need to miss out on your favorites wTth Pay-Per-View ... glvmg you access to the hottest sporting events , movies, music concerts , and much more. Watch for your favorite event in the upcoming Pay-Par-View Guide.
Experience the New Era in Technology TV, with clear sound and ever rea l color. You'll be amazed at the quality of your picture and the affordability of our service. New Visions with HOTV programming offers a clearer and sharper picture, with great sound quality.
(315) 472-6300 www. BlinkUSA.com NEWVISI NS· Experience TV a whole new way ...... the New Visions Way
• Modern Network New Visions state-of-the-art Fiber Optic network utilizes up-tcrdate engineering designed to deliver The New Era in Technology Our bandwidth speaks volumes by achieving maximum speeds. enabling enhanced sound quality and aUowing the display of high resolution picture We offer freedom to choose, bringing forth more control & greater options
• Affordable New Visions TV Is affordable. Our TV servtee comes with freedom of chOice by offerring many bundled package options. Bundle and save on services that work well with your lifestyle. We help you choose the package that works best for you. Everyone's needs are different and we can help you save money each month.
• Complete Your Home The sky is the limit and you are in control. Manage your TV account onhne & from remote access as well. Store & view personal media sudl as family photos & play your favonte musIc choiceS WIth the touch of a button. New VisIons Split Screen View allows you to view & multl- task channel selections Our DVR enables you to record your favontes and view at your convenience. Take marge WIth a click of a finger WIth our engagIng rnteractlve media guide that gIves you instant access to numerous channels, HD channels and a WIde variety of videos on demand. Your VIewing mOlees are virtually endless. New Visions TV Widgets and online ChoIces gIves you up to date Information WIth ease of access You can even order your local theatre movie tickets from your TV screen We've thought of everything ... so sit back. relax and enjoy the show. • Demand a Movie You got it. .. 'Nith many great chOIces available. Our library of movies contains everythIng from the most recent block· buster releases to the oldies but goodies Selections are enormous. everything from comedy, fitness & health, sports. drama, children's & family favontes to murder mysteries, documentaries and much. much mOf"e. • In Control & Ease Your Mind We keep your families in our thoughts & offer parental control Your option to content block IS easy to enable & disable, and provides you with the sense of securrty knOWIng your children's vlewtng is under your control. These choices are available with ease, through your TV account or remote access Stay In charge and choose whidl programs you would like hidden from the TV listtngs and which ones are all nght to list.
• Dependable Service & Customer Satisfaction New VistOfls is dedicated to prOVIding the highest level of customer satisfaction 24 hours a day, seven days a week. Our employees go the extra mile to ensure customer satisfaction. We take pode In all of the comments we receive from our customers, Our customer service representatIVes. sales team. and Installation technicians are all dedicated team members and committed to provldrng excellent service above & beyond our customers' expectations. As always. our customer comments are posted on our website at www.BlinkUSAcom. (31 5) 472-6300 www.BlinkUSA.com NewVlsl NS' Maximize your entertainment with New Visions TV Experience the New Era in Technology blin ~
• Multi-Room DVR Enhance your home with Multi·Room DVR. View your favontes In your favonte room . Watch separate recorded shows In different rooms on different tetevisions .... all at the same time
• Freedom of Choice & Flexi bility Create your personalized program gUide and make It your own . Pick your fa vorites and set it as you r preference. either from your femote or from online. Its your chOice with our new Interactive Media Guide. Block or add your favontes. It's virtually everything available at your fingertips with a click of your remole
• Fast Speeds New Visions has taken broadband to new heights ... offerfng the fastest commerCially known mternet in the United States. Offering download speeds of up to 110 Mbps and upload speeds of up to 30 MbPS .. now thai's high speed • New Era in Technology New ViSIons is deploymg Its meshed fiber optiC network in towns and villages like yours to bnng the most up to date and current serviceS available ... makmg it the NEW ERA IN TECHNOLOGY We are slaying on top of the trends and bringing the newest and most advanced appticaUons to your households.
• Customer Feedback
-Fast Install Great Sel'Vlce, can t Wa t for TV John 8 of Syracuse, NY
"Thanks fo r all your help and that goes for the techmoan who did the Install today. Everyone's been very helpful and courteous ~ Anthony D. of Syracuse, NY
"Your customer service IS very excellent with calling back when having Questions or concerns Very pleasant to deal WIth • Melissa R. of Syracuse, NY
"I h8\le to say the entJre process was a lot eaSIE"llfaster .. an other serVIceS Between the fast set ~p bme. friendliness of staff. Incredibly fast connectIOn. and great pnces. I COUldn't ask for anything more Thank you New ViSIOnS Team " Jessica G of Syracuse, NY ' "I can·t believe how fast I was hooked up. & the counesy of the r wort<.ers waC" fantastic I would strongly recommend them to anyone I don·t know why I w8lled so long to hook up Rich L of Syracuse, NY
• (31 5) 472-6300 www.BlinkUSA.com NEWVISI NS· Why BLINK? ...... The Ultimate in Customized TV Viewing Until you've experienced BlinkTV, you haven't really watched TV up to our standards. That's because we offer every incredible feature brought to you through the lalesl fiber optic technology, in a package that's completely custom-tailored to your personal viewing habits. Premium channels, On-Demand programming, multi-room DVR, HDTV. Pay-per-View, you name it. It's all yours, at the touch of a button.
The Fastest Internet Speeds in America On leday's Inlemet, it's aU about speed. As uploading and downloading require more and more bandWIdth. you need a network that can handle It. Blinklntemet uses cutting edge technologies and two- way fiber optic mesh networks to deliver lightening-fast service, day and night.
All-inclusive Phone Service with Unlimited local & Long-distance Forget about phone companies that lack on fee after fee for every serviCe they can think of. BlinkPhone offers a complete package, WIth all the popular features - and many you may never have seen before - for one low, easy-to-undersland price. Call anywhere in the domestic US and Canada. No contracts. No gimmicks. No hidden charges.
Save Money Every Month So many of your friends and neighbors have already made the switch to Blink ... and they're pocketing the savings month after month. By employing the very latest technology, we can provide the highest quality services while also offering superior affordability. It's an absolute no brainS(.
Bundling for Even Greater Savings Each of our services - BlinkTV, Blinklntemet and BllnkPhone - are outstanding values in their own right. But bundle them together, either in a Double Vision or Triple Vision package, and watch your savings multiply. Because all our services operate over the same high-speed fiber optic network, yOU'1I achieve maximum economies by combining them into a single package
Unparalleled Customer Service, Right Here in Central New York We're part of your community, founded and operating in the Syracuse area. That gives us a stake in Central New York, and a reason to keep you satisfied. So whether you're dealing with our friendly sales staff, highly trained on-site technicians or skilled support personnel, you'll find we're all focused on one thing: your satisfaction - because we care. Please call, and see what we mean.
BlinkTV. The New Vision in Television. Get comfortable. Because your home is about to be transformed by the new way to watch TV: BlinkTV. Our meshed fiber optic networt< delivers the most advanced technology available, bringing you not only the latest high-resolution pictures and enhanced sound quality. bul also greater individual viewing control than ever before. As a BlinkTV household, you'll enjoy all this:
Affordability In teday's economy, advanced TV technology is a must, however it has to be affordable. BlinkTV will save you money. Whether you choose TV service alone, or bundled with our advanced phone and intemet packages. we'll work With you to find the right solutions for maximum enjoyment with minimal costs. NO Gimmicks, NO Introductory Offers, just Affordable Prices.
On-Demand Convenience You're in control With oo-demand access to a huge selectiofl of your favorite programs, movies and specials. From current blockbusters to classic films to the latest hit TV episodes, it's all ready and waiting to fit Into your busy schedule... take advantage of our free On-Demand programming.
Premium On-Demand When you subscribe to BtinkTV Premium Channels, you automatically have access to Premium On-Demand. That means vast programming choices from HBO. Showtime, Disney Family Movies, Cinemax, Starz, Encore, Encore Plex, Flix and much more - aU at your fingertips, and at your command.
Pay-Per-View looking forward to the hottest sports events, concerts Of new-release movies? We have your tickets, and YOu 'll never have to leave the coudl. Plan the perfect evening 00 screen with the easy-to-use PPV Guide.
Whole·Home DVR Whole-Home DVR is better that Multi-Room DVR. .. you know about the convenience of DVR - recording your favorite programs to watch later on your own schedule. But what if more than one member of your family has the same idea? No problem! With BlinkTV you can record and watch different DVR'd programs, in different rooms, at the same time. Unlike cable, there is no additional cost to view it throughout the entire home. Now that's flexibility.
Customized Viewing Experience Experience the ultimate in personalized TV viewing. Set up the Interactive Media Guide exaclly as you want it, with your favorite preferences, blocked programming. and remote access to HD channels, Video On-Demand, Premium MoVies and more. Enjoy one-touch access to your favorite music. Manage your account oo-screen or online. The choices are endless and you are in control. NEWVISI featuring KN
We did it again! ! We have added 1 0 more channels to our lineup and once again our prices have stayed the same. NEVVVISI NS·
SECTION V
Documents Submitted by New Visions As Part of Its Application
I I I
-, DOCUMENTS SUBMlTTED BY NEW VISIONS AS PART OF ITS APPLICATION
1. 4-18-13 Correspondence from the Village of Parish law fiml, Coulter Ventre and McCarthy. Robert D. Ventre, to Carmen Branca, president of New Visions submitting the Cable Franchise Agreement reflecting the tenns & conditions of the agreement that have been preliminary reviewed and agreed upon by the parties.
2. 4-19-13 Correspondence from New Visions President, Carmen Branca, to Village of Parish Village Clerk. Dixie Vincent, submining New Visions application for an initial cable television franchise with the Village of Parish.
3. 4-19-13 Correspondence from New Visions president, Carmen Branca, to Time Warner's VP & Assistant Chief Counsel. John Fogarty, enclosing a copy or New Vi sions application.
4. 4-19-13 Correspondence from New Visions president, Camlen Branca. to the Village of Parish law firm. Coulter Ventre and McCarthy. Robert D. Ventre, enclosing a copy of New Visions application. COULTER, VENTRE & MCCARTHY, LLP ATTORNEYS ANO COUNSELLORS AT LAW 636 O LD LlVE" "'OOL R OAO LIVERPOOL, N EW YO " .. , 13CBB 131 S J 47 S -B 4 61 F"A X 13 1 51 4 75-4 3 1 4 ROBERT 0 VENTRE J MARK McCARTHY OF COUNSEL
RALPH E COLE MAN PAUL F SHANAHAN
REM£D ROBERT F COULTER April 18, 201 3
Carmen N. Branca, Jr., President New Visions Communications, Inc. OVERNIGHT MAIL 6755 Manlius Center Road Easl Syracuse, New York, 13057 Re : Cable Franchise Agreement between the Village of Parish and New Visions Communications, Inc. Dear Carmen:
Enclosed please find the Cable F"ranchise Agreement by and between the Village of Parish and New Visions Communications, Inc. reflecting the terms and conditions that have been preliminary reviewed and agreed upon_ It is my understanding that New Visions intends to submit the enclosed Franchise Agreement With an application 10 the Village of Parish. As discussed, upon receipt, the Village will notice a public hearing in accordance with the rules and regulations as set forth by the Public Service Commission. Please do not hesitate to contact me with any questions or concerns_
~V~[lI..lJJ.U~ours , COU
Ro RDV:nl Enclosure NEWVISI
VIA NEXT BUSINESS DAY DELIVERY
April 19.2013
Dixie Vincent Village Clerk Village of Parish 2938 East Main Street Parish, NY 13131
Re: Hen Visiolls Application for all inilial Coble Television franchise \\ llh the Yillage of Parish. NY.
Dear Ms. Vincent:
Pursuant to the requirement of J 6 NYCRR Section 8Q4.S(i), please find enclosed the application for an initial cable television franchise f't,;ew Visions is submining 10 the Vi llage of Parish. Oswego Count). New York.
Sincerely. (Jd President
Enclosure: Application
Cc : Raben Vemre. Village Anomey
@ h~~~ ~== .~ aLINK~Vi ..on'. 6/55 M_I.... C.I"It., Rd. E. Sy.-.cUM, NY 13051 ° 131S) 412..6300 ONVf"lC.COM ... NEWVIS
VIA NEXT BUS INESS DAY DELIVERY
April 19.2013
John Fogarty VP & Assistant Chief Counsel. Regulatory Time Warner 60 Columbus Circle New York. NY 10023
Re: New Visions Application for an Initial Cable Television Franchise with the Village of Parish l'!Y Dear Mr. Fogarty:
Pursuant to the requirement of 16 NYCRR Section 894.5(i). please find enclosed the application for an initial cable television franchise I\ew Visions is submitting to the Village of Parish. Oswego Count)'. New York.
Sin/?' ,dl/1 ?--~ / Cannen N. Branca. Jr. President
Enclosure: Application
Cc: Dixie Vincenl. Village Clerk Robert Ventre. Village Attorney
~.. .: 1"'~' . "'l:IliN ~... v,... ontI. 6155 ManlIus Cant•• Rd ,'.f. S~"K"". NY 13057 - (31SJ 4726300 " NVPLC-COM , NEWVI
VIA NEXT BUS INESS DA Y DELIVERY
April 19,2013
Robert D. Ventre, Esq. Coulter Ventre & McCarthy. L.L.P. 636 Old Liverpool Rd. Liverpool, NY 13088-6033
Re: New Visions Application for an Initial Cable Television Franchise with the Village of Parish N.Y.
Dear Mr, Ventre:
Pursuant to the requirement of 16 NYCRR Section 894.50), please find enclosed the application for an initial cable television franchise Nc\\ Visions is submitting to me Village of Parish. Oswego County, Nev. York.
President
Enclosure: Application
Cc: Dixie Vincent Village Clerk