Original: C:\Documents and Settings\Rick Merrill\Desktop\BCC\Bolton-lic_041904-FINAL.rtf
Modified: C:\Documents and Settings\Rick Merrill\Desktop\BCC\(Draft) Verizon Cable.rtf

#	C:\Documents and Settings\Rick Merrill\Desktop\BCC\Bolton-lic_041904-FINAL.rtf	C:\Documents and Settings\Rick Merrill\Desktop\BCC\(Draft) Verizon Cable.rtf	#
		[date of last revision: 10 Jun 2009]	1
1			2
		(DRAFT)	3
		CABLE TELEVISION LICENSE	4
2			5
3			6
4			7
5			8
6			9
7
8	CABLE TELEVISION
9
10	RENEWAL LICENSE
11
12
13
14
15	[bold added - RM]
16
17
18
19	GRANTED TO	GRANTED TO	10
20			11
21	COMCAST OF MASSACHUSETTS I, INC.	VERIZON NEW ENGLAND, INC.	12
22			13
23			14
24			15
25			16
26			17
27
28	THE BOARD OF SELECTMEN	THE BOARD OF SELECTMEN	18
29			19
30	TOWN OF BOLTON,	TOWN OF BOLTON,	20
31			21
32	MASSACHUSETTS	MASSACHUSETTS	22
33			23
34			24
35	APRIL 15, 2004	<date>	25
36			26
37			27
38			28
39			29
40	TABLE OF CONTENTS	TABLE OF CONTENTS	30
41			31
42	INTRODUCTION 5	INTRODUCTION	32
43	ARTICLE 1 DEFINITIONS 6	ARTICLE 1 DEFINITIONS	33
44	Section 1.1---DEFINITIONS 6	Section 1.1---DEFINITIONS	34
45	ARTICLE 2 GRANT OF RENEWAL LICENSE 11	ARTICLE 2 GRANT OF LICENSE	35
46	Section 2.1---GRANT OF RENEWAL LICENSE 11	Section 2.1---GRANT OF LICENSE	36
47	Section 2.2---TERM OF RENEWAL LICENSE 11	Section 2.2---TERM OF LICENSE	37
48	Section 2.3---NON-EXCLUSIVITY OF RENEWAL LICENSE 11	Section 2.3---NON-EXCLUSIVITY OF LICENSE	38
49	Section 2.4---POLICE AND REGULATORY POWERS 12	Section 2.4---POLICE AND REGULATORY POWERS	39
50	Section 2.5---REMOVAL OR ABANDONMENT 12	Section 2.5---REMOVAL OR ABANDONMENT	40
51	ARTICLE 3 TRANSFER AND ASSIGNMENT OF RENEWAL LICENSE 13	ARTICLE 3 TRANSFER AND ASSIGNMENT OF LICENSE	41
52	Section 3.1---RESTRICTIONS AGAINST TRANSFERS 13	Section 3.1---RESTRICTIONS AGAINST TRANSFERS	42
53	Section 3.2---APPROVAL PROCEDURE 13	Section 3.2---APPROVAL PROCEDURE	43
54	Section 3.4---EFFECT OF UNAUTHORIZED ACTION 14	Section 3.4---EFFECT OF UNAUTHORIZED ACTION	44
55	Section 3.5---NO WAIVER OF RIGHTS 14	Section 3.5---NO WAIVER OF RIGHTS	45
56	ARTICLE 4 SYSTEM DESIGN 15	ARTICLE 4 SYSTEM DESIGN	46
57	Section 4.1---SUBSCRIBER NETWORK 15	Section 4.1---SUBSCRIBER NETWORK	47
58	Section 4.2---EMERGENCY ALERT SYSTEM 15	Section 4.2---EMERGENCY ALERT SYSTEM	48
59	Section 4.3---PARENTAL CONTROL CAPABILITY 15	Section 4.3---PARENTAL CONTROL CAPABILITY	49
60	ARTICLE 5 MAINTENANCE AND OPERATION 16	ARTICLE 5 MAINTENANCE AND OPERATION	50
61	Section 5.1---SERVICE AREA 16	Section 5.1---SERVICE AREA	51
62	Section 5.2---LINE EXTENSION POLICY 16	Section 5.2---LINE EXTENSION POLICY	52
63	Section 5.3---LINE EXTENSION PROCEDURES 17	Section 5.3---LINE EXTENSION PROCEDURES	53
64	Section 5.4---LOCATION OF CABLE TELEVISION SYSTEM 17	Section 5.4---LOCATION OF SYSTEM	54
65	Section 5.5---UNDERGROUND FACILITIES 18	Section 5.5---UNDERGROUND FACILITIES	55
66	Section 5.6---TREE TRIMMING 18	Section 5.6---TREE TRIMMING	56
67	Section 5.7---RESTORATION TO PRIOR CONDITION 18	Section 5.7---RESTORATION TO PRIOR CONDITION	57
68	Section 5.8---TEMPORARY RELOCATION 18	Section 5.8---TEMPORARY RELOCATION	58
69	Section 5.9---DISCONNECTION AND RELOCATION 19	Section 5.9---DISCONNECTION AND RELOCATION	59
70	Section 5.10---SAFETY STANDARDS 19	Section 5.10---SAFETY STANDARDS	60
71	Section 5.11---PEDESTALS 19	Section 5.11---PEDESTALS	61
72	Section 5.12---PRIVATE PROPERTY 19	Section 5.12---PRIVATE PROPERTY	62
73	Section 5.13---CONSTRUCTION MAPS 19	Section 5.13---CONSTRUCTION MAPS	63
74	Section 5.14---COMMERCIAL ESTABLISHMENTS 20	Section 5.14---COMMERCIAL ESTABLISHMENTS	64
75	Section 5.15---SERVICE INTERRUPTION 20	Section 5.15---SERVICE INTERRUPTION	65
76	ARTICLE 6 SERVICES AND PROGRAMMING 21	ARTICLE 6 SERVICES AND PROGRAMMING	66
77	Section 6.1---BASIC SERVICE 21	Section 6.1---BASIC SERVICE	67
78	Section 6.2---PROGRAMMING 21	Section 6.2---PROGRAMMING	68
79	Section 6.3---LEASED CHANNELS FOR COMMERCIAL USE 21	Section 6.3---LEASED CHANNELS FOR COMMERCIAL USE	69
80	Section 6.4---VCR/CABLE COMPATIBILITY 21	Section 6.4---RECORDER/CABLE COMPATIBILITY	70
81	Section 6.5---SIGNAL ENCODING 21	Section 6.5---SIGNAL ENCODING	71
82	Section 6.6---CONTINUITY OF SERVICE 22	Section 6.6---CONTINUITY OF SERVICE	72
83	Section 6.7---FREE DROPS, OUTLETS AND MONTHLY SERVICE TO PUBLIC BUILDINGS AND SCHOOLS 22	Section 6.7---FREE DROPS, OUTLETS AND MONTHLY SERVICE TO PUBLIC BUILDINGS AND SCHOOLS	73
84	ARTICLE 7 PEG ACCESS FACILITIES AND SUPPORT 23	ARTICLE 7 PEG ACCESS FACILITIES AND SUPPORT	74
85	Section 7.1---ACCESS PROVIDER 23	Section 7.1---ACCESS PROVIDER	75
86	Section 7.2---PEG ACCESS ANNUAL FUNDING 23	Section 7.2---PEG ACCESS ANNUAL FUNDING	76
87	Section 7.3---PEG ACCESS EQUIPMENT/CAPITAL FUNDING 24	Section 7.3---PEG ACCESS EQUIPMENT/CAPITAL FUNDING	77
88	Section 7.4---PEG ACCESS CHANNELS 25	Section 7.4---PEG ACCESS CHANNELS	78
89	Section 7.5---CENSORSHIP 26	Section 7.5---CENSORSHIP	79
90	Section 7.6---ACCESS CABLECASTING 26	Section 7.6---ACCESS CABLECASTING	80
91	ARTICLE 8 LICENSE FEES 28	ARTICLE 8 LICENSE FEES	81
92	Section 8.1---LICENSE FEE PAYMENTS 28	Section 8.1---LICENSE FEE PAYMENTS	82
93	Section 8.2---OTHER PAYMENT OBLIGATIONS AND EXCLUSIONS 28	Section 8.2---OTHER PAYMENT OBLIGATIONS AND EXCLUSIONS	83
94	Section 8.3---LATE PAYMENT 29	Section 8.3---LATE PAYMENT	84
95	Section 8.4---RECOMPUTATION 29	Section 8.4---RECOMPUTATION	85
96	Section 8.5---AFFILIATES USE OF SYSTEM 29	Section 8.5---AFFILIATES USE OF SYSTEM	86
97	Section 8.6---METHOD OF PAYMENT 30	Section 8.6---METHOD OF PAYMENT	87
98	ARTICLE 9 RATES AND CHARGES 31	ARTICLE 9 RATES AND CHARGES	88
99	Section 9.1---RATE REGULATION 31	Section 9.1---RATE REGULATION	89
100	Section 9.2---NOTIFICATION OF RATES AND CHARGES 31	Section 9.2---NOTIFICATION OF RATES AND CHARGES	90
101	Section 9.3---PUBLICATION AND NON-DISCRIMINATION 31	Section 9.3---PUBLICATION AND NON-DISCRIMINATION	91
102	Section 9.4---CREDIT FOR SERVICE INTERRUPTION 31	Section 9.4---CREDIT FOR SERVICE INTERRUPTION	92
103	ARTICLE 10 INSURANCE AND BONDS 32	Section 9.5---SENIOR CITIZEN RATE	93
104	Section 10.1---INSURANCE 32	ARTICLE 10 INSURANCE AND BONDS	94
105	Section 10.2---PERFORMANCE BOND 32	Section 10.1---INSURANCE	95
106	Section 10.3---REPORTING 33	Section 10.2---PERFORMANCE BOND	96
107	Section 10.4---INDEMNIFICATION 33	Section 10.3---REPORTING	97
108	Section 10.5---NOTICE OF CANCELLATION OR REDUCTION OF COVERAGE 34	Section 10.4---INDEMNIFICATION	98
109	ARTICLE 11 ADMINISTRATION AND REGULATION 35	Section 10.5---NOTICE OF CANCELLATION OR REDUCTION OF COVERAGE	99
110	Section 11.1---REGULATORY AUTHORITY 35	ARTICLE 11 ADMINISTRATION AND REGULATION	100
111	Section 11.2---PERFORMANCE EVALUATION HEARINGS 35	Section 11.1---REGULATORY AUTHORITY	101
112	Section 11.3---NONDISCRIMINATION 35	Section 11.2---PERFORMANCE EVALUATION HEARINGS	102
113	Section 11.4---EMERGENCY REMOVAL OF PLANT 36	Section 11.3---NONDISCRIMINATION	103
114	Section 11.5---REMOVAL AND RELOCATION 36	Section 11.4---EMERGENCY REMOVAL OF PLANT	104
115	Section 11.6---INSPECTION 36	Section 11.5---REMOVAL AND RELOCATION	105
116	Section 11.7---JURISDICTION 36	Section 11.6---INSPECTION	106
117	ARTICLE 12 DETERMINATION OF BREACH-LIQUIDATED DAMAGES-LICENSE REVOCATION 37	Section 11.7---JURISDICTION	107
118	Section 12.1---DETERMINATION OF BREACH 37	ARTICLE 12 DETERMINATION OF BREACH-LIQUIDATED DAMAGES-LICENSE REVOCATION	108
119	Section 12.2---LIQUIDATED DAMAGES 38	Section 12.1---DETERMINATION OF BREACH	109
120	Section 12.3---REVOCATION OF THE RENEWAL LICENSE 39	Section 12.2---LIQUIDATED DAMAGES	110
121	Section 12.4---TERMINATION 39	Section 12.3---REVOCATION OF THE LICENSE	111
122	Section 12.5---NO WAIVER/NON-EXCLUSIVITY OF REMEDY / CUMULATIVE REMEDIES 39	Section 12.4---TERMINATION	112
123	ARTICLE 13 SUBSCRIBER RIGHTS AND CONSUMER PROTECTION 40	Section 12.5---NO WAIVER/NON-EXCLUSIVITY OF REMEDY/CUMULATIVE REMEDIES	113
124	Section 13.1---TELEPHONE ACCESS 40	ARTICLE 13 SUBSCRIBER RIGHTS AND CONSUMER PROTECTION	114
125	Section 13.2---CUSTOMER SERVICE CALL CENTERS 40	Section 13.1---TELEPHONE ACCESS	115
126	Section 13.3---INSTALLATION VISITS-SERVICE CALLS-RESPONSE TIME 41	Section 13.2---CUSTOMER SERVICE CALL CENTERS	116
127	Section 13.4---FCC CUSTOMER SERVICE OBLIGATIONS 41	Section 13.3---INSTALLATION VISITS-SERVICE CALLS-RESPONSE TIME	117
128	Section 13.5---BUSINESS PRACTICE STANDARDS 41	Section 13.4---FCC CUSTOMER SERVICE OBLIGATIONS	118
129	Section 13.6---COMPLAINT RESOLUTION PROCEDURES 42	Section 13.5---BUSINESS PRACTICE STANDARDS	119
130	Section 13.7---REMOTE CONTROL DEVICES 42	Section 13.6---COMPLAINT RESOLUTION PROCEDURES	120
131	Section 13.9---PROTECTION OF SUBSCRIBER PRIVACY 43	Section 13.7---REMOTE CONTROL DEVICES	121
132	Section 13.10---PRIVACY WRITTEN NOTICE 43	Section 13.9---PROTECTION OF SUBSCRIBER PRIVACY	122
133	Section 13.11---MONITORING 43	Section 13.10---PRIVACY WRITTEN NOTICE	123
134	Section 13.12---DISTRIBUTION OF SUBSCRIBER INFORMATION 44	Section 13.11---MONITORING	124
135	Section 13.13---POLLING BY CABLE 44	Section 13.12---DISTRIBUTION OF SUBSCRIBER INFORMATION	125
136	Section 13.14---INFORMATION WITH RESPECT TO VIEWING HABITS AND SUBSCRIPTION DECISIONS 44	Section 13.13---POLLING BY CABLE	126
137	Section 13.15---SUBSCRIBER'S RIGHT TO INSPECT AND VERIFY INFORMATION 45	Section 13.14---INFORMATION WITH RESPECT TO VIEWER DECISIONS	127
138	Section 13.16---PRIVACY STANDARDS REVIEW 45	Section 13.15---SUBSCRIBER'S RIGHT TO INSPECT & VERIFY iNFORMATION	128
139	ARTICLE 14 REPORTS, AUDITS AND PERFORMANCE TESTS 46	Section 13.16---PRIVACY STANDARDS REVIEW	129
140	Section 14.1---GENERAL 46	ARTICLE 14 REPORTS, AUDITS AND PERFORMANCE TESTS	130
141	Section 14.2---FINANCIAL REPORTS 46	Section 14.1---GENERAL	131
142	Section 14.3---IN-HOUSE TELEPHONE REPORTS 46	Section 14.2---FINANCIAL REPORTS	132
143	Section 14.4---ANNUAL PERFORMANCE TESTS 46	Section 14.3---IN-HOUSE TELEPHONE REPORTS	133
144	Section 14.5---DUAL FILINGS 47	Section 14.4---ANNUAL PERFORMANCE TESTS	134
145	Section 14.6---ADDITIONAL INFORMATION 47	Section 14.5---DUAL FILINGS	135
146	Section 14.7---INVESTIGATION 47	Section 14.6---ADDITIONAL INFORMATION	136
147	ARTICLE 15 EMPLOYMENT 48	Section 14.7---INVESTIGATION	137
148	Section 15.1---EQUAL EMPLOYMENT OPPORTUNITY 48	ARTICLE 15 EMPLOYMENT	138
149	Section 15.2---NON-DISCRIMINATION 48	Section 15.1---EQUAL EMPLOYMENT OPPORTUNITY	139
150	ARTICLE 16 MISCELLANEOUS PROVISIONS 49	Section 15.2---NON-DISCRIMINATION	140
151	Section 16.1---ENTIRE AGREEMENT 49	ARTICLE 16 MISCELLANEOUS PROVISIONS	141
152	Section 16.2---CAPTIONS 49	Section 16.1---ENTIRE AGREEMENT	142
153	Section 16.3---SEPARABILITY 49	Section 16.2---CAPTIONS	143
154	Section 16.4---ACTS OR OMISSIONS OF AFFILIATES 49	Section 16.3---SEPARABILITY	144
155	Section 16.5---RENEWAL LICENSE EXHIBITS 49	Section 16.4---ACTS OR OMISSIONS OF AFFILIATES	145
156	Section 16.6---WARRANTIES 49	Section 16.5---LICENSE EXHIBITS	146
157	Section 16.7---FORCE MAJEURE 50	Section 16.6---WARRANTIES	147
158	Section 16.8---REMOVAL OF ANTENNAS 50	Section 16.7---FORCE MAJEURE	148
159	Section 16.9---APPLICABILITY OF RENEWAL LICENSE 50	Section 16.8---REMOVAL OF ANTENNAS	149
160	Section 16.10---NOTICES 51	Section 16.9---APPLICABILITY OF LICENSE	150
161	Section 16.11---NO RECOURSE AGAINST THE ISSUING AUTHORITY 51	Section 16.10---NOTICES	151
162	Section 16.12---COST OF PUBLICATION 51	Section 16.11---NO RECOURSE AGAINST THE ISSUING AUTHORITY	152
163	Section 16.13---TOWN'S RIGHT OF INTERVENTION 52	Section 16.12---COST OF PUBLICATION	153
164	Section 16.14---TERM 52	Section 16.13---TOWN'S RIGHT OF INTERVENTION	154
165	EXHIBIT 1 PROGRAMMING AND INITIAL SIGNAL CARRIAGE 54	Section 16.14---TERM	155
166	EXHIBIT 2 FREE DROP & MONTHLY SRVC TO PUBLIC BLDGS & SCHOOLS 55	EXHIBIT 1 PROGRAMMING AND INITIAL SIGNAL CARRIAGE	156
167	EXHIBIT 3 GROSS ANNUAL REVENUES REPORTING FORM 56	EXHIBIT 2 FREE DROP & SERVICE TO PUBLIC BLDGS & SCHOOLS	157
168	EXHIBIT 4 FCC CUSTOMER SERVICE OBLIGATIONS 57	EXHIBIT 3 FCC CUSTOMER SERVICE OBLIGATIONS	158
169	EXHIBIT 5 207 CMR 10.00 59	EXHIBIT 4 207 CMR 10.00	159
170	SIGNATURE PAGE 62	SIGNATURE PAGE	160
171			161
172	A G R E E M E N T	A G R E E M E N T	162
173			163
174	This Cable Television Renewal License entered into this 15th day of April, 2004, by and between Comcast of Massachusetts I, Inc. and the Board of Selectmen of the Town of Bolton, Massachusetts, as Issuing Authority for the renewal of the cable television License(s) pursuant to M.G.L. Chapter 166A.	This Cable Television License entered into this <date>, by and between Verizon of Massachusetts I, Inc. and the Board of Selectmen of the Town of Bolton, Massachusetts, as Issuing Authority for the of the cable television License(s) pursuant to M.G.L. Chapter 166A.	164
175			165
176			166
177	WITNESSETH	WITNESSETH	167
178			168
179	WHEREAS, the Issuing Authority of the Town of Bolton, Massachusetts, pursuant to M.G.L. Chapter 166A is authorized to grant one or more nonexclusive, revocable cable television renewal Licenses to construct, operate and maintain a Cable Television System within the Town of Bolton; and	WHEREAS, the Issuing Authority of the Town of Bolton, Massachusetts, pursuant to M.G.L. Chapter 166A is authorized to grant one or more nonexclusive, revocable cable television Licenses to construct, operate and maintain a system within the Town of Bolton; and	169
180
181	WHEREAS, Comcast filed a written request for a renewal of its license by letter dated May 1, 2001 in conformity with the Cable Communications Policy Act of 1984 and filed a renewal proposal dated January 17, 2003; and
182			170
183	WHEREAS, the Issuing Authority conducted a public hearing, pursuant to Section 626 of the Cable Act, on May 22, 2003 to (1) ascertain the future cable related community needs and interests of Bolton, and (2) review the performance of Comcast of Massachusetts I, Inc. during its current License term; and	WHEREAS, the Licensee is in the process of upgrading its existing Telecommunications Facilities through the installation of a Fiber to the Premise Telecommunications Network ("FTTP Network") in the Town for the transmission of Non-Cable Services pursuant to authority granted by M.G.L. c. 166 and Title II;	171
		WHEREAS, the FTTP Network will occupy the Public Rights-of-Way within the Town, and the Licensee desires to use portions of the FTTP Network once installed to provide Cable Services (as hereinafter defined) in the Town;	172
		WHEREAS, the Issuing Authority established by unanimous vote a cable committee on Thursday 5 March 2009 to (1) ascertain the FIOS cable related community needs and interests of Bolton, and (2) propose a contract for consideration of Verizon of Massachusetts, Inc. ;	173
184			174
185	WHEREAS, the Issuing Authority and Comcast of Massachusetts I, Inc. did engage in good faith negotiations and did agree on various provisions regarding the Cable Television System in Bolton.	NOW THEREFORE, in consideration of the mutual covenants herein contained and intending to be legally bound, the parties agree as follows:	175
186
187	NOW THEREFORE, in consideration of the mutual covenants herein contained and intending to be legally bound, the parties agree as follows:
188			176
189			177
190			178
191			179
192	ARTICLE 1	ARTICLE 1	180
193			181
194	DEFINITIONS	DEFINITIONS	182
195			183
196			184
197	Section 1.1---DEFINITIONS	Section 1.1---DEFINITIONS	185
198			186
199	For the purpose of this Renewal License, the following words, terms, phrases and their derivations shall have the meanings given herein, unless the context clearly requires a different meaning. When not inconsistent with the context, the masculine pronoun includes the feminine pronoun, words used in the present tense include the future tense, words in the plural number include the singular number and words in the singular number include the plural number. The word shall is always mandatory and not merely directory.	For the purpose of this License, the following words, terms, phrases and their derivations shall have the meanings given herein, unless the context clearly requires a different meaning. When not inconsistent with the context, the masculine pronoun includes the feminine pronoun, words used in the present tense include the future tense, words in the plural number include the singular number and words in the singular number include the plural number. The word shall is always mandatory and not merely directory.	187
200			188
201	(1) Access: The right or ability of any Bolton resident and/or any Persons affiliated with a Bolton institution to use designated facilities, equipment and/or channels of the Cable Television System, subject to the conditions and procedures established for such use.	(1) Access: The right or ability of any Bolton resident and/or any Persons affiliated with a Bolton institution to use designated facilities, equipment and/or channels of the system, subject to the conditions and procedures established for such use.	189
202			190
203	(2) Access Channel: A video channel which the Licensee shall make available to the Town of Bolton and/or the Access Provider, without charge, for the purpose of transmitting non-commercial programming by members of the public, Town departments and agencies, public schools, educational, institutional and similar organizations.	(2) Access Channel: A QAM 6MHz channel which the Licensee shall make available to the Town of Bolton and/or the Access Provider, without charge, for the purpose of transmitting non-commercial programming by members of the public, Town departments and agencies, public schools, educational, institutional and similar organizations.	191
204			192
205	(3) Access Provider: The entity as may be designated from time to time by the Issuing Authority for the purpose of operating and managing Public, Educational and Governmental Access channel capability, facilities, training and programming for Bolton Subscribers.	(3) Access Provider: The entity as may be designated from time to time by the Issuing Authority for the purpose of operating and managing Public, Educational and Governmental Access channel capability, facilities, training and programming for Bolton Subscribers.	193
206			194
207	(4) Affiliate or Affiliated Person: A Person that (directly or indirectly) owns or controls, is owned or controlled by, or is under common ownership or control with, another Person.	(4) Affiliate or Affiliated Person: A Person that (directly or indirectly) owns or controls, is owned or controlled by, or is under common ownership or control with, another Person.	195
208			196
209	(5) Basic Service: Any Service distributed over the Cable System, which shall include, without limitation, all Public, Educational and Governmental ("PEG") Access Channels and all broadcast Signals required to be carried on Basic Service pursuant to federal law.	(5) Basic Service: Any Service distributed over the Cable System, which shall include, without limitation, all Public, Educational and Governmental (PEG) Access Channels and all broadcast Signals required to be carried on Basic Service pursuant to federal law.	197
210			198
211	(6) Cable Act: Public Law No. 98-549, 98 Stat. 2779 (1984) (the Cable Communications Policy Act of 1984), as amended by Public Law No. 102-385, 106 Stat. 1460 (1992) (the Cable Television Consumer Protection and Competition Act of 1992, as further amended by Public Law No. 104-458, 110 Stat. 110 (1996) (the Telecommunications Act of 1996).	(6) Cable Act: Public Law No. 98-549, 98 Stat. 2779 (1984) (the Cable Communications Policy Act of 1984), as amended by Public Law No. 102-385, 106 Stat. 1460 (1992) (the Cable Television Consumer Protection and Competition Act of 1992, as further amended by Public Law No. 104-458, 110 Stat. 110 (1996) (the Telecommunications Act of 1996).	199
212			200
213	(7) Cable Service: The one-way transmission to Subscribers of Video Programming or other programming service, and Subscriber interaction, if any, which is required for the selection or use of such Video Programming or other programming services.	(7) Cable Service: The one-way transmission to Subscribers of Video Programming or other programming service, and Subscriber interaction, if any, which is required for the selection or use of such Video Programming or other programming services.	201
214			202
215	(8) Cable Television System or Cable System: A facility, consisting of a set of closed transmission paths and associated signal generation, reception, and control equipment that is designed to provide Cable Service which includes Video Programming and which is provided to multiple Subscribers within the Town.	(8) system or Cable System: A facility, consisting of a set of closed transmission paths and associated signal generation, reception, and control equipment that is designed to provide Cable Service which includes Video Programming and which is provided to multiple Subscribers within the Town.	203
216			204
217	(9) Commercial Subscriber: A commercial, non-residential Subscriber to Cable Television Service.	(9) Commercial Subscriber: A commercial, non-residential Subscriber to Cable Television Service.	205
218			206
219	(10) Complaint: Any written or verbal contact with the Licensee in connection with subscription in which a Person expresses dissatisfaction with an act, omission, product or service that is (1) within the Licensee's control, and (2) requires a corrective measure on the part of the Licensee.	(10) Complaint: Any written or verbal contact with the Licensee in connection with subscription in which a Person expresses dissatisfaction with an act, omission, product or service that is (1) within the Licensee's control, and (2) requires a corrective measure on the part of the Licensee.	207
220			208
221	(11) Converter: Any device changing the frequency of a Signal coming to a Subscriber. A Subscriber Converter may control reception capability and/or unscramble coded Signals distributed over the Cable System, among other capabilities.	(11) Converter: Any device changing the frequency of a Signal coming to a Subscriber. A Subscriber Converter may control reception capability and/or unscramble coded Signals distributed over the Cable System, among other capabilities.	209
222			210
223	(12) Downstream Channel: A channel over which Signals travel from the Cable System Headend to an authorized recipient of Programming.	(12) Downstream Channel: A channel over which Signals travel from the Cable System Headend to an authorized recipient of Programming.	211
224			212
225	(13) Drop or Cable Drop: The coaxial cable that connects each home or building to the feeder line of the Cable System.	(13) Drop or Cable Drop: The cable or cables that connect each home or building to the feeder line of the Cable System.	213
226			214
227	(14) Execution Date of the Renewal License (the "Execution Date"): April 15, 2004.	(14) Execution Date of the License (the "Execution Date"): <date>.	215
228			216
229	(15) FCC: The Federal Communications Commission, or any successor agency.	(15) FCC: The Federal Communications Commission, or any successor agency.	217
230			218
231	(16) Gross Annual Revenues: Revenue derived by the Licensee and/or its Affiliates from the operation of the Cable Television System for the provision of Cable Service(s) over the Cable Television System including, without limitation: the distribution of any Service over the Cable System; Basic Service monthly fees and all other Service fees; fees on any Subscriber fees; installation, reconnection, downgrade, upgrade and any similar charges; interest collected on Subscriber fees and/or charges; all Commercial Subscriber revenues; fees paid for channels designated for commercial use; home-shopping revenues; Converter, remote control and other cable-related equipment rentals and/or leases or sales; advertising revenues; and all other revenue(s) derived by the Licensee from the sale of products in any way advertised or promoted on the Cable Television System. In the event that an Affiliate and/or any other Person is responsible for advertising revenues, advertising revenues for purposes herein shall be deemed to be the pro-rata portion of advertising revenues, paid to the Cable System by an Affiliate or such other Person for said Affiliate's or other Person's use of the Cable Television System for the carriage of advertising. Gross Annual Revenues shall also include the Gross Revenue of any other Person, which is derived directly or indirectly from or in connection with the operation of the Cable System to the extent that said revenue is derived, through a means, which has the effect of avoiding payment of License Fees to the Town that would otherwise be paid herein. It is the intention of the parties hereto that Gross Annual Revenues shall only include such consideration of Affiliates and/or Persons relating to Signal carriage over the Cable System and not the gross revenues of any such Affiliate(s) and/or Person(s) itself, where unrelated to such Signal carriage. Gross Annual Revenues shall not include actual bad debt that is written off, consistent with Generally Accepted Accounting principles; provided, however, that all or any part of any such actual bad debt that is written off, but subsequently collected, shall be included in Gross Annual Revenues in the period so collected.	(16) Gross Annual Revenues: Revenue derived by the Licensee and/or its Affiliates from the operation of the system for the provision of Cable Service(s) over the system including, without limitation: the distribution of any Service over the Cable System; Basic Service monthly fees and all other Service fees; fees on any Subscriber fees; installation, reconnection, downgrade, upgrade and any similar charges; interest collected on Subscriber fees and/or charges; all Commercial Subscriber revenues; fees paid for channels designated for commercial use; home-shopping revenues; Converter, remote control and other cable-related equipment rentals and/or leases or sales; advertising revenues; and all other revenue(s) derived by the Licensee from the sale of products in any way advertised or promoted on the system. In the event that an Affiliate and/or any other Person is responsible for advertising revenues, advertising revenues for purposes herein shall be deemed to be the pro-rata portion of advertising revenues, paid to the Cable System by an Affiliate or such other Person for said Affiliate's or other Person's use of the system for the carriage of advertising. Gross Annual Revenues shall also include the Gross Revenue of any other Person, which is derived directly or indirectly from or in connection with the operation of the Cable System to the extent that said revenue is derived, through a means, which has the effect of avoiding payment of License Fees to the Town that would otherwise be paid herein. It is the intention of the parties hereto that Gross Annual Revenues shall only include such consideration of Affiliates and/or Persons relating to Signal carriage over the Cable System and not the gross revenues of any such Affiliate(s) and/or Person(s) itself, where unrelated to such Signal carriage. Gross Annual Revenues shall not include actual bad debt that is written off, consistent with Generally Accepted Accounting principles; provided, however, that all or any part of any such actual bad debt that is written off, but subsequently collected, shall be included in Gross Annual Revenues in the period so collected.	219
232			220
233	(17) Headend: The electronic control center of the Cable System containing equipment that receives, amplifies, filters and converts incoming Signals for distribution over the Cable System.	(17) Headend: The electronic control center of the Cable System containing equipment that receives, amplifies, filters and converts incoming Signals for distribution over the Cable System.	221
234			222
235	(18) Highway Department: The Highway Department of the Town of Bolton.	(18) Department of Public Works: The Department of Public Works (DPW) of the Town of Bolton.	223
236			224
237	(19) Hub or Hub Site: A sub-Headend, generally located within a cable television community, used either for the purpose of (i) Signal processing or switching or (ii) placement of a Fiber Node or microwave link or transportation super trunk.	(19) Hub or Hub Site: A sub-Headend, generally located within a cable television community, used either for the purpose of (i) Signal processing or switching or (ii) placement of a Fiber Node or microwave link or transportation super trunk.	225
238			226
239	(20) Issuing Authority: The Board of Selectmen of the Town of Bolton, Massachusetts.	(20) Issuing Authority: The Board of Selectmen of the Town of Bolton, Massachusetts.	227
240			228
241	(21) Leased Channel or Leased Access: A video channel(s), which the Licensee shall make available pursuant to Section 612 of the Cable Act.	(21) Leased Channel or Leased Access: A video channel(s), which the Licensee shall make available pursuant to Section 612 of the Cable Act.	229
242			230
243	(22) License Fee or Franchise Fee: The payments to be made by the Licensee to the Town of Bolton, which shall have the meaning as set forth in Section 622(g) of the Cable Act.	(22) License Fee or Franchise Fee: The payments to be made by the Licensee to the Town of Bolton, which shall have the meaning as set forth in Section 622(g) of the Cable Act.	231
244			232
245	(23) Licensee: Comcast of Massachusetts I, Inc. or any successor or transferee in accordance with the terms and conditions in this Renewal License.	(23) Licensee: Verizon of Massachusetts, Inc. or any successor or transferee in accordance with the terms and conditions in this License.	233
246			234
247	(24) Node or Fiber Node: A remote point(s) in the Cable System connecting fiber-optic cable to the Trunk and Distribution System.	(24) Node or Fiber Node: A remote point(s) in the Cable System connecting fiber-optic cable to the Trunk and Distribution System.	235
248			236
249	(25) Normal Business Hours: As defined in 47 C.F.R. 76.309, those hours during which most similar businesses in the community are open to serve customers. In all cases, Normal Business Hours must include some evening hours at least one (1) night per week and/or some weekend hours.	(25) Normal Business Hours: As defined in 47 C.F.R. 76.309, those hours during which most similar businesses in the community are open to serve customers. In all cases, Normal Business Hours must include some evening hours at least one (1) night per week and some weekend hours.	237
250			238
251	(26) Origination Capability: An activated connection to an Upstream Channel, allowing a User(s) to transmit a Signal(s) upstream to a designated location.	(26) Origination Capability: An activated connection to an Upstream Channel, allowing a User(s) to transmit a Signal(s) upstream to a designated location.	239
252			240
253	(27) Outlet: An interior receptacle, generally mounted in a wall, connecting a Subscriber's or User's equipment to the Cable System.	(27) Outlet: An interior receptacle, generally mounted in a wall, connecting a Subscriber's or User's equipment to the Cable System.	241
254			242
255	(28) Pay Cable or Premium Services: Programming delivered for a fee or charge to Subscribers on a per-channel basis.	(28) Pay Cable or Premium Services: Programming delivered for a fee or charge to Subscribers on a per-channel basis.	243
256			244
257	(29) Pay-Per-View: Programming delivered for a fee or charge to Subscribers on a per-program or per-event basis.	(29) Pay-Per-View: Programming delivered for a fee or charge to Subscribers on a per-program or per-event basis.	245
258			246
259	(30) PEG: The acronym for "public, educational and governmental," used in conjunction with Access Channels, support and facilities.	(30) PEG: The acronym for "public, educational and governmental," used in conjunction with Access Channels, support and facilities.	247
260			248
261	(31) PEG Access Channels: Any channel(s) made available for the presentation of PEG Access Programming.	(31) PEG Access Channels: Any channel(s) made available for the presentation of PEG Access Programming.	249
262			250
263	(32) Person: Any corporation, partnership, limited partnership, association, trust, organization, other business entity, individual or group of individuals acting in concert.	(32) Person: Any corporation, partnership, limited partnership, association, trust, organization, other business entity, individual or group of individuals acting in concert.	251
264			252
265	(33) Prime Rate: The prime rate of interest at Fleet Bank, or its successor.	(33) Prime Rate: The prime rate of interest at Bank of America, or its successor.	253
266			254
267	(34) Public Way or Street: The surface of, as well as the spaces above and below, any and all public streets, avenues, highways, boulevards, concourses, driveways, bridges, tunnels, parks, parkways, waterways, bulkheads, piers, dedicated public utility easements, and public grounds or waters and all other publicly owned real property within or belonging to the Town, now or hereafter existing. Reference herein to "Public Way" or "Street" shall not be construed to be a representation or guarantee by the Town that its property rights are sufficient to permit its use for any purpose, or that the Licensee shall gain or be permitted to exercise any rights to use property in the Town greater than those already possessed by the Town.	(34) Public Way or Street: The surface of, as well as the spaces above and below, any and all public streets, avenues, highways, boulevards, concourses, driveways, bridges, tunnels, parks, parkways, waterways, bulkheads, piers, dedicated public utility easements, and public grounds or waters and all other publicly owned real property within or belonging to the Town, now or hereafter existing. Reference herein to "Public Way" or "Street" shall not be construed to be a representation or guarantee by the Town that its property rights are sufficient to permit its use for any purpose, or that the Licensee shall gain or be permitted to exercise any rights to use property in the Town greater than those already possessed by the Town.	255
268			256
269	(35) Renewal License: The non-exclusive Cable Television License granted to the Licensee by this instrument.	(35) License: The non-exclusive Cable Television License granted to the Licensee by this instrument.	257
270			258
271	(36) Scrambling/encoding: The electronic distortion of a Signal(s) in order to render it unintelligible or unreceivable without the use of a Converter issued by the Licensee.	(36) Scrambling/encoding: The electronic distortion of a Signal(s) in order to render it unintelligible or unreceivable without the use of a Converter issued by the Licensee.	259
272			260
273	(37) Service: Any Basic Service, any Pay Cable Service, or any other Cable Service, whether or not originated by the Licensee, which is offered to any Subscriber in conjunction with, or which is distributed over, the Cable System.	(37) Service: Any Basic Service, any Pay Cable Service, or any other Cable Service, whether or not originated by the Licensee, which is offered to any Subscriber in conjunction with, or which is distributed over, the Cable System.	261
274			262
275	(38) Signal: Any transmission of electromagnetic or optical energy, which carries Programming from one location to another.	(38) Signal: Any transmission of electromagnetic or optical energy, which carries Programming from one location to another.	263
276			264
277	(39) State: The Commonwealth of Massachusetts.	(39) State: The Commonwealth of Massachusetts.	265
278			266
279	(40) Subscriber: Any Person, firm, corporation or other entity who or which elects to subscribe to, for any purpose, a Service provided by the Licensee by means of, or in connection with, the Cable Television System.	(40) Subscriber: Any Person, firm, corporation or other entity who or which elects to subscribe to, for any purpose, a Service provided by the Licensee by means of, or in connection with, the system.	267
280			268
281	(41) Subscriber Network: The minimum 750 MHz Cable Television System to be operated and maintained by the Licensee, over which Signals can be transmitted to Subscribers.	(41) Subscriber Network: The network constructed, maintained and operated by the Licensee and having the meaning set forth in the recitals of this Final License over which Signals can be transmitted to Subscribers.	269
282			270
283	(42) Town: The Town of Bolton, Massachusetts.	(42) Town: The Town of Bolton, Massachusetts.	271
284			272
285	(43) Town Counsel: The Town Counsel of the Town of Bolton, Massachusetts.	(43) Town Counsel: The Town Counsel of the Town of Bolton, Massachusetts.	273
286			274
287	(44) Transfer: The disposal by the Licensee, directly or indirectly, by gift, assignment, sale, merger, consolidation or otherwise, of the ownership or Control of the System or of this Renewal License, to a Person or a group of Persons.	(44) Transfer: The disposal by the Licensee, directly or indirectly, by gift, assignment, sale, merger, consolidation or otherwise, of the ownership or Control of the System or of this License, to a Person or a group of Persons.	275
288			276
289	(45) Trunk and Distribution System: That portion of the Cable System for the delivery of Signals, but not including Cable Drops to Subscriber's residences, or places of business.	(45) Trunk and Distribution System: That portion of the Cable System for the delivery of Signals, but not including Cable Drops to Subscriber's residences, or places of business.	277
290			278
291	(46) Upstream Channel: A channel over which Signals travel from an authorized location to the Cable System Headend.	(46) Upstream Channel: A channel over which Signals travel from an authorized location to the Cable System Headend.	279
292			280
293	(47) User: A Person utilizing the Cable Television System, including all related facilities for purposes of production and/or transmission of electronic or other Signals, as opposed to utilization solely as a Subscriber.	(47) User: A Person utilizing the system, including all related facilities for purposes of production and/or transmission of electronic or other Signals, as opposed to utilization solely as a Subscriber.	281
294			282
295	(48) VCR: The acronym for video cassette recorder.	(48) RECORDER: The acronym for video cassette recorder.	283
296			284
297	(49) Video Programming or Programming: Programming provided by, or generally considered comparable to programming provided by, a television broadcast station.	(49) Video Programming or Programming: Programming provided by, or generally considered comparable to programming provided by, a television broadcast station.	285
298			286
299			287
300			288
301			289
302			290
303	ARTICLE 2	ARTICLE 2	291
304			292
305	GRANT OF RENEWAL LICENSE	GRANT OF LICENSE	293
306			294
307			295
308	Section 2.1---GRANT OF RENEWAL LICENSE	Section 2.1---GRANT OF LICENSE	296
309			297
310	(a) Pursuant to the authority of Chapter 166A of the General Laws of the Commonwealth of Massachusetts, and subject to the terms and conditions set forth herein, the Board of Selectmen of the Town of Bolton, Massachusetts, as the Issuing Authority of the Town, hereby grants a non-exclusive Cable Television Renewal License to the Licensee authorizing the Licensee to upgrade, install, operate and maintain a Cable Television System within the corporate limits of the Town of Bolton.	(a) Pursuant to the authority of Chapter 166A of the General Laws of the Commonwealth of Massachusetts, and subject to the terms and conditions set forth herein, the Board of Selectmen of the Town of Bolton, Massachusetts, as the Issuing Authority of the Town, hereby grants a non-exclusive Cable Television License to the Licensee authorizing the Licensee to upgrade, install, operate and maintain a system within the corporate limits of the Town of Bolton.	298
311			299
312	(b) This Renewal License is subject to the terms and conditions contained in Chapter 166A of the laws of Massachusetts; the regulations of the FCC; the Cable Act; and all Town, State and federal statutes and by-laws of general application, as all may be amended.	(b) This License is subject to the terms and conditions contained in Chapter 166A of the laws of Massachusetts; the regulations of the FCC; the Cable Act; and all Town, State and federal statutes and by-laws of general application, as all may be amended.	300
313			301
314	(c) Subject to the terms and conditions herein, the Issuing Authority hereby grants to the Licensee the right to upgrade, install, operate and maintain the Cable Television System in, under, over, along, across or upon the Public Ways and Streets, lanes, avenues, alleys, sidewalks, bridges, highways and other public places under the jurisdiction of the Town of Bolton within the municipal boundaries and subsequent additions thereto, including property over, under or on which the Town has an easement or right-of-way, for the purpose of reception, transmission, collection, amplification, origination, distribution, and/or redistribution of Cable Services and Signals in accordance with the laws of the United States of America, the State of Massachusetts and the Town of Bolton. In exercising rights pursuant to this Renewal License, the Licensee shall not endanger the lives of Persons, interfere with any installations of the Town, any public utility serving the Town or any other Persons permitted to use Public Ways and places.	(c) Subject to the terms and conditions herein, the Issuing Authority hereby grants to the Licensee the right to upgrade, install, operate and maintain the system in, under, over, along, across or upon the Public Ways and Streets, lanes, avenues, alleys, sidewalks, bridges, highways and other public places under the jurisdiction of the Town of Bolton within the municipal boundaries and subsequent additions thereto, including property over, under or on which the Town has an easement or right-of-way, for the purpose of reception, transmission, collection, amplification, origination, distribution, and/or redistribution of Cable Services and Signals in accordance with the laws of the United States of America, the State of Massachusetts and the Town of Bolton. In exercising rights pursuant to this License, the Licensee shall not endanger the lives of Persons, interfere with any installations of the Town, any public utility serving the Town or any other Persons permitted to use Public Ways and places.	302
315			303
316	(d) Grant of this Renewal License does not establish priority for use over other present or future permit holders or the Town's own use of Public Ways and places. Disputes between the Licensee and other parties regarding use of Public Ways and places shall be resolved in a court of appropriate jurisdiction.	(d) Grant of this License does not establish priority for use over other present or future permit holders or the Town's own use of Public Ways and places. Disputes between the Licensee and other parties regarding use of Public Ways and places shall be resolved in a court of appropriate jurisdiction.	304
317			305
318			306
319	Section 2.2---TERM OF RENEWAL LICENSE	Section 2.2---TERM OF LICENSE	307
320			308
321	The term of this Renewal License shall be a ten (10) year term, commencing on April 15, 2004 and expiring at midnight on April 14, 2014, unless sooner terminated as provided herein or surrendered.	The term of this License shall be a ten (10) year term, commencing on April 15, 2010 and expiring at midnight on April 14, 2020, unless sooner terminated as provided herein or surrendered.	309
322			310
323			311
324	Section 2.3---NON-EXCLUSIVITY OF RENEWAL LICENSE	Section 2.3---NON-EXCLUSIVITY OF LICENSE	312
325			313
326	(a) This Renewal License shall not affect the right of the Issuing Authority to grant to any other Person a license or right to occupy or use the Public Ways or streets, or portions thereof, for the construction, upgrade, installation, operation or maintenance of a Cable Television System within the Town; or the right of the Issuing Authority to permit the use of the Public Ways and places of the Town for any purpose(s) whatsoever. The Licensee hereby acknowledges the Issuing Authority's right to make such grants and permit such uses.	(a) This License shall not affect the right of the Issuing Authority to grant to any other Person a license or right to occupy or use the Public Ways or streets, or portions thereof, for the construction, upgrade, installation, operation or maintenance of a system within the Town; or the right of the Issuing Authority to permit the use of the Public Ways and places of the Town for any purpose(s) whatsoever. The Licensee hereby acknowledges the Issuing Authority's right to make such grants and permit such uses.	314
327			315
328	(b) The grant of any additional cable television license(s) shall not be on terms more favorable or less burdensome than those contained in this Renewal License. The grant of any additional cable television license(s) shall be at the sole discretion of the Issuing Authority.	(b) The grant of any additional cable television license(s) shall not be on terms more favorable or less burdensome than those contained in this License. The grant of any additional cable television license(s) shall be at the sole discretion of the Issuing Authority.	316
329			317
330	(i) In the event that the Licensee believes that any additional cable television license(s) have been granted on terms and conditions more favorable or less burdensome than those contained in this Renewal License, the Licensee may request, in writing, that the Issuing Authority convene a public hearing on that issue. Along with said written request, the Licensee shall provide the Issuing Authority with written reasons for its belief. At the public hearing, the Issuing Authority shall afford the Licensee an opportunity to demonstrate that any such additional cable television license(s) are on terms more favorable or less burdensome than those contained in this Renewal License. The Licensee shall provide the Issuing Authority with such financial or other relevant information as is requested.	(i) In the event that the Licensee believes that any additional cable television license(s) have been granted on terms and conditions more favorable or less burdensome than those contained in this License, the Licensee may request, in writing, that the Issuing Authority convene a public hearing on that issue. Along with said written request, the Licensee shall provide the Issuing Authority with written reasons for its belief. At the public hearing, the Issuing Authority shall afford the Licensee an opportunity to demonstrate that any such additional cable television license(s) are on terms more favorable or less burdensome than those contained in this License. The Licensee shall provide the Issuing Authority with such financial or other relevant information as is requested.	318
331			319
332	(ii) Should the Licensee demonstrate that any such additional cable television license(s) have been granted on terms and conditions more favorable or less burdensome than those contained in this Renewal License, the Issuing Authority shall consider and negotiate, in good faith, equitable amendments to this Renewal License.	(ii) Should the Licensee demonstrate that any such additional cable television license(s) have been granted on terms and conditions more favorable or less burdensome than those contained in this License, the Issuing Authority shall consider and negotiate, in good faith, equitable amendments to this License.	320
333			321
334	(c) The issuance of additional license(s) shall be subject to applicable federal law(s), and M.G.L. Chapter 166A and applicable regulations promulgated thereunder.	(c) The issuance of additional license(s) shall be subject to applicable federal law(s), and M.G.L. Chapter 166A and applicable regulations promulgated thereunder.	322
335			323
336			324
337	Section 2.4---POLICE AND REGULATORY POWERS	Section 2.4---POLICE AND REGULATORY POWERS	325
338			326
339	By executing the Renewal License, the Licensee acknowledges that its rights are subject to the powers of the Town to adopt and enforce general by-laws necessary to the safety and welfare of the public. The Licensee shall comply with all applicable lawful State and Town laws, by-laws, rules, and regulations governing construction within a Public Way. Any conflict between the terms of the Renewal License and any present or future lawful exercise of the Town's police and regulatory powers shall be resolved in a court of appropriate jurisdiction.	By executing the License, the Licensee acknowledges that its rights are subject to the powers of the Town to adopt and enforce general by-laws necessary to the safety and welfare of the public. The Licensee shall comply with all applicable lawful State and Town laws, by-laws, rules, and regulations governing construction within a Public Way. Any conflict between the terms of the License and any present or future lawful exercise of the Town's police and regulatory powers shall be resolved in a court of appropriate jurisdiction.	327
340			328
341			329
342	Section 2.5---REMOVAL OR ABANDONMENT	Section 2.5---REMOVAL OR ABANDONMENT	330
343			331
344	Upon termination of this Renewal License, or of any renewal thereof by passage of time or otherwise, the Licensee shall remove all of its supporting structures, poles, Trunk and Distribution Systems, and other appurtenances from the Public Ways and shall restore the areas, as close as possible, to their original condition. If such removal is not complete within six (6) months of such termination, the Issuing Authority may deem any property not removed as having been abandoned.	Upon termination of this License, or of any thereof by passage of time or otherwise, the Licensee shall remove all of its supporting structures, poles, Trunk and Distribution Systems, and other appurtenances from the Public Ways and shall restore the areas, as close as possible, to their original condition. If such removal is not complete within six (6) months of such termination, the Issuing Authority may deem any property not removed as having been abandoned.	332
345			333
346			334
347			335
348	ARTICLE 3	ARTICLE 3	336
349			337
350	TRANSFER AND ASSIGNMENT OF RENEWAL LICENSE	TRANSFER AND ASSIGNMENT OF LICENSE	338
351			339
352			340
353	Section 3.1---RESTRICTIONS AGAINST TRANSFERS	Section 3.1---RESTRICTIONS AGAINST TRANSFERS	341
354			342
355	(a) Subject to applicable law, neither this Renewal License, nor any rights or obligations of the Licensee in or pursuant to this Renewal License or the Cable System shall be transferred in part or as a whole, by assignment, trust, lease, sublease, pledge or other hypothecation, and is not to be sold, transferred, leased, assigned, or disposed of in part or as a whole, either by forced sale, merger, consolidation, nor shall title thereto, either legal or equitable, or any right or interest therein, pass to or vest in any Person, nor shall any change in control of the Licensee or the Cable System occur, either by any act of the Licensee or by any parent company of the Licensee, by operation of law or otherwise in each such case without the prior consent of the Issuing Authority, which consent shall not be unreasonably withheld or delayed, and which shall be expressed in writing. The limitations and restrictions in this Section 3.1(a) shall not prohibit the provision of security interests in the Cable System for the purpose of securing financing; provided, however, that no change in ownership or Transfer as a result of any such security interests may be exercised or occur, except as allowed pursuant to Section 3.2 supra.	(a) Subject to applicable law, neither this License, nor any rights or obligations of the Licensee in or pursuant to this License or the Cable System shall be transferred in part or as a whole, by assignment, trust, lease, sublease, pledge or other hypothecation, and is not to be sold, transferred, leased, assigned, or disposed of in part or as a whole, either by forced sale, merger, consolidation, nor shall title thereto, either legal or equitable, or any right or interest therein, pass to or vest in any Person, nor shall any change in control of the Licensee or the Cable System occur, either by any act of the Licensee or by any parent company of the Licensee, by operation of law or otherwise in each such case without the prior consent of the Issuing Authority, which consent shall not be unreasonably withheld or delayed, and which shall be expressed in writing. The limitations and restrictions in this Section 3.1(a) shall not prohibit the provision of security interests in the Cable System for the purpose of securing financing; provided, however, that no change in ownership or Transfer as a result of any such security interests may be exercised or occur, except as allowed pursuant to Section 3.2 supra.	343
356			344
357	(b) For purposes of this Section 3.1, any sale, assignment or any other disposition of a majority ownership interest of the parent company of the Licensee to any one Person or group of Persons acting in concert, in one transaction or a series of related transactions, shall be deemed to be a change of control of the Licensee. This Section 3.1(b) shall not apply to an assignment or Transfer of the control to assignees or transferees controlled by the Licensee or Transfer or assignment to the Licensee's parent or an Affiliate; provided, however, that the Licensee shall provide the Issuing Authority with prior, written notice of any such assignment or transfer of control. The word "control" as used in this section is not limited to major stockholders but includes actual working control in whatever manner exercised and includes control of the parent company of the Licensee.	(b) For purposes of this Section 3.1, any sale, assignment or any other disposition of a majority ownership interest of the parent company of the Licensee to any one Person or group of Persons acting in concert, in one transaction or a series of related transactions, shall be deemed to be a change of control of the Licensee. This Section 3.1(b) shall not apply to an assignment or Transfer of the control to assignees or transferees controlled by the Licensee or Transfer or assignment to the Licensee's parent or an Affiliate; provided, however, that the Licensee shall provide the Issuing Authority with prior, written notice of any such assignment or transfer of control. The word "control" as used in this section is not limited to major stockholders but includes actual working control in whatever manner exercised and includes control of the parent company of the Licensee.	345
358			346
359	(c) Neither the Licensee nor its parent company shall enter into any management contract or any other arrangement for the management of the Cable System, however structured, without the prior written consent of the Issuing Authority, which consent shall not be unreasonably withheld; provided, however, that this Section 3.1(c) shall not apply to the Licensee's employment contracts and other personnel decisions.	(c) Neither the Licensee nor its parent company shall enter into any management contract or any other arrangement for the management of the Cable System, however structured, without the prior written consent of the Issuing Authority, which consent shall not be unreasonably withheld; provided, however, that this Section 3.1(c) shall not apply to the Licensee's employment contracts and other personnel decisions.	347
360			348
361			349
362	Section 3.2---APPROVAL PROCEDURE	Section 3.2---APPROVAL PROCEDURE	350
363			351
364	(a) The Licensee shall promptly notify the Issuing Authority of any action requiring the consent of the Issuing Authority pursuant to this Article 3.	(a) The Licensee shall promptly notify the Issuing Authority of any action requiring the consent of the Issuing Authority pursuant to this Article 3.	352
365			353
366	(b) The Licensee shall submit to the Issuing Authority an original and five (5) copies, unless otherwise directed, of its FCC Form 394 (or such other or successor form used to request consent to any such Transfer or assignment), together with all exhibits thereto, which form shall fully describe the action or proposed action and clearly state the basis on which the Transfer or assignment should be approved. The Issuing Authority reserves the right to require additional, reasonably appropriate documentation to support the Transfer request. The Transfer or assignment form shall be signed by the Licensee and by the proposed transferee or by its representative, evidence of whose authority shall be submitted with such form.	(b) The Licensee shall submit to the Issuing Authority an original and five (5) copies, unless otherwise directed, of its FCC Form 394 (or such other or successor form used to request consent to any such Transfer or assignment), together with all exhibits thereto, which form shall fully describe the action or proposed action and clearly state the basis on which the Transfer or assignment should be approved. The Issuing Authority reserves the right to require additional, reasonably appropriate documentation to support the Transfer request. The Transfer or assignment form shall be signed by the Licensee and by the proposed transferee or by its representative, evidence of whose authority shall be submitted with such form.	354
367			355
368	(c) The consent of the Issuing Authority shall be given only after a public hearing to consider the written request for Transfer. The Issuing Authority shall complete review of the request for Transfer and make a decision thereto no later than one hundred twenty (120) days after receipt of the request for Transfer. If the Issuing Authority fails to render a final decision on such request within said 120 days, such request shall be deemed granted unless the requesting party and the Issuing Authority agree to an extension of time.	(c) The consent of the Issuing Authority shall be given only after a public hearing to consider the written request for Transfer. The Issuing Authority shall complete review of the request for Transfer and make a decision thereto no later than one hundred twenty (120) days after receipt of the request for Transfer. If the Issuing Authority fails to render a final decision on such request within said 120 days, such request shall be deemed granted unless the requesting party and the Issuing Authority agree to an extension of time.	356
369			357
370	(d) For purposes of determining whether it shall consent to any such change of control and ownership, the Issuing Authority shall inquire into the legal, financial, managerial and technical qualifications of the prospective controlling or owning Person, and any other criteria allowable by applicable law.	(d) For purposes of determining whether it shall consent to any such change of control and ownership, the Issuing Authority shall inquire into the legal, financial, managerial and technical qualifications of the prospective controlling or owning Person, and any other criteria allowable by applicable law.	358
371			359
372			360
373	Section 3.4---EFFECT OF UNAUTHORIZED ACTION	Section 3.4---EFFECT OF UNAUTHORIZED ACTION	361
374			362
375	The taking of any action in violation of Sections 3.1 and/or 3.2 herein shall be null and void, and shall be deemed a material breach of this Renewal License.	The taking of any action in violation of Sections 3.1 and/or 3.2 herein shall be null and void, and shall be deemed a material breach of this License.	363
376			364
377			365
378	Section 3.5---NO WAIVER OF RIGHTS	Section 3.5---NO WAIVER OF RIGHTS	366
379		3	367
380	Subject to Section 12.6 infra, Transfer, sublease, or mortgage of the Renewal License granted to the Licensee shall not constitute a waiver or release of the rights of the Town in and to the streets and Public Ways or any other rights of the Town under this Renewal License, and any such Transfer shall, by its terms, be expressly subordinate to the terms and conditions of the Renewal License.	Subject to Section 12.6 infra, Transfer, sublease, or mortgage of the License granted to the Licensee shall not constitute a waiver or release of the rights of the Town in and to the streets and Public Ways or any other rights of the Town under this License, and any such Transfer shall, by its terms, be expressly subordinate to the terms and conditions of the License.	368
381			369
382			370
383			371
384			372
385	ARTICLE 4	ARTICLE 4	373
386			374
387	SYSTEM DESIGN	SYSTEM DESIGN	375
388			376
389			377
390	Section 4.1---SUBSCRIBER NETWORK	Section 4.1---SUBSCRIBER NETWORK	378
391			379
392	(a) Subject to Section 5.1 infra, the Licensee shall continue to operate, maintain and make available to residents of the Town its minimum 750 MHz Subscriber Network, currently fed by means of a hybrid fiber-optic/coaxial cable network. Said Cable System shall be fully capable of carrying at least seventy-eight (78) video channels in the downstream direction.	(a) Subject to Section 5.1 infra, the Licensee shall continue to operate, maintain and make available to residents of the Town its Subscriber Network, currently fed by means of a hybrid fiber-optic/coaxial cable network. Said Cable System shall be fully capable of carrying at least seventy-eight (78) video channels in the downstream direction.	380
393			381
394	(b) The Licensee shall transmit all of its broadcast and commercial Signals to Bolton Subscribers in stereo, provided that such Signals are furnished to the Licensee in stereo.	(b) The Licensee shall transmit all of its broadcast and commercial Signals to Bolton Subscribers in stereo, provided that such Signals are furnished to the Licensee in stereo.	382
395			383
396			384
397	Section 4.2---EMERGENCY ALERT SYSTEM	Section 4.2---EMERGENCY ALERT SYSTEM	385
398			386
399	The Subscriber Network shall comply with the FCC's Emergency Alert System ("EAS") regulations.	The Subscriber Network shall comply with the FCC's Emergency Alert System ("EAS") regulations in such a way that the Access Provider need take no action.	387
400			388
401			389
402	Section 4.3---PARENTAL CONTROL CAPABILITY	Section 4.3---PARENTAL CONTROL CAPABILITY	390
403			391
404	The Licensee shall provide, upon request, Subscribers with the capability to control the reception of any channels being received on their television sets, at a cost, if any, pursuant to applicable law(s).	The Licensee shall provide, upon request, Subscribers with the capability to control the reception of any channels being received on their television sets, at a cost, if any, pursuant to applicable law(s).	392
405			393
406			394
407			395
408
409	ARTICLE 5	ARTICLE 5	396
410			397
411	MAINTENANCE AND OPERATION	MAINTENANCE AND OPERATION	398
412			399
413			400
414	Section 5.1---SERVICE AREA	Section 5.1---SERVICE AREA	401
415			402
416	(a) The Licensee shall make its Cable System Service available to all residents of the Town, within fifteen (15) days of a request therefore, subject to paragraph (b) and Section 5.2 and Section 5.3 below and provided that the Licensee is able to obtain any necessary easements and/or permits.	(a) The Licensee shall make its Cable System Service available to all residents of the Town, within fifteen (15) days of a request therefore, subject to paragraph (b) and Section 5.2 and Section 5.3 below and provided that the Licensee is able to obtain any necessary easements and/or permits.	403
417			404
418	(b) Installation charges shall be non-discriminatory. A standard aerial installation charge shall be established by the Licensee which shall apply to any residence located not more than two hundred - feet (200') from the existing aerial Trunk and Distribution System and additions thereto. The Licensee may charge residents located more than 200 aerial feet from the existing aerial Trunk and Distribution System, and additions thereto, time and materials charges plus a reasonable return on investment in addition to the standard installation charge.	(b) Installation charges shall be non-discriminatory. A standard aerial installation charge shall be established by the Licensee which shall apply to any residence located not more than two hundred - feet (200') from the existing aerial Trunk and Distribution System and additions thereto. The Licensee may charge residents located more than 200 aerial feet from the existing aerial Trunk and Distribution System, and additions thereto, time and materials charges plus a reasonable return on investment in addition to the standard installation charge.	405
419			406
420	(c) Underground installation shall be considered standard and therefore subject to standard underground installation rates within two hundred feet (200') of the existing Cable System plant, provided no Trunk and Distribution System construction is required and sub-surface is dirt or similar soft surface. Underground installations within two hundred feet (200') of the existing Cable System plant requiring Trunk and Distribution System construction or involving hard surface or requiring boring through rock or under sidewalks, streets, or flower bedding are considered non-standard installations and shall be provided at a rate based upon actual costs and a reasonable return on investment in addition to the standard installation charge.	(c) Underground installation shall be considered standard and therefore subject to standard underground installation rates within two hundred feet (200') of the existing Cable System plant, provided no Trunk and Distribution System construction is required and sub-surface is dirt or similar soft surface. Underground installations within two hundred feet (200') of the existing Cable System plant requiring Trunk and Distribution System construction or involving hard surface or requiring boring through rock or under sidewalks, streets, or flower bedding are considered non-standard installations and shall be provided at a rate based upon actual costs and a reasonable return on investment in addition to the standard installation charge.	407
421			408
422			409
423	Section 5.2---LINE EXTENSION POLICY	Section 5.2---LINE EXTENSION POLICY	410
424			411
425	(a) Consistent with Section 5.1(b) above, the Cable Television System shall be extended automatically, at the Licensee's sole cost and expense, to any and all areas of the Town's Public Ways containing twenty (20) dwelling units or more per aerial mile or forty (40) dwelling units or more per underground mile of Cable System plant or fractional proportion thereof in non-underground housing development areas of the Town. The Licensee shall apply for permits, if necessary, promptly. Said service shall be made available and fully activated to requesting dwelling units no later than sixty (60) days after all necessary permits are obtained, subject to weather, Force Majeure, and the performance of make ready.	(a) Consistent with Section 5.1(b) above, the system shall be extended automatically, at the Licensee's sole cost and expense, to any and all areas of the Town's Public Ways containing twenty (20) dwelling units or more per aerial mile or forty (40) dwelling units or more per underground mile of Cable System plant or fractional proportion thereof in non-underground housing development areas of the Town. The Licensee shall apply for permits, if necessary, promptly. Said service shall be made available and fully activated to requesting dwelling units no later than sixty (60) days after all necessary permits are obtained, subject to weather, Force Majeure, and the performance of make ready.	412
426
427	(b) The Cable Television System shall be further extended to all areas in the Town that do not meet the requirements of Section 5.2(a) above upon the request of dwelling unit owners in such areas and based upon the following cost calculation: The cost of wiring such areas shall be calculated by taking the capital cost of extending such service divided by the number of dwelling units in such area minus the costs extending service to dwelling units in an area along the Public Ways that meets the twenty (20) dwelling units per aerial or forty (40) dwelling units per underground mile of cable plant and/or fractional proportion thereof density requirement specified in subsection (a) above. The resulting cost shall equal the per dwelling unit contribution relating to line extension of cable service in that particular area of the Town, or
428	C CA
429	____ - ____ = SC
430	LE P
431			413
432	* C equals the cost of construction of new plant from existing Cable System plant;	(b) The system shall be further extended to all areas in the Town that do not meet the requirements of Section 5.2(a) above upon the request of dwelling unit owners in such areas and based upon the following cost calculation: The cost of wiring such areas shall be calculated by taking the capital cost of extending such service divided by the number of dwelling units in such area minus the costs extending service to dwelling units in an area along the Public Ways that meets the twenty (20) dwelling units per aerial or forty (40) dwelling units per underground mile of cable plant and/or fractional proportion thereof density requirement specified in subsection (a) above. The resulting cost shall equal the per dwelling unit contribution relating to line extension of cable service in that particular area of the Town, or SC = C/LE - CA/P	414
433		where	415
		* SC is the per dwelling unit contribution in aid of construction in the line extension area.	416
		* C equals the cost of construction of new plant from existing Cable System plant;	417
434	* LE equals the number of dwelling units requesting service in the line extension area and who subsequently pay a contribution in aid;	* LE equals the number of dwelling units requesting service in the line extension area and who subsequently pay a contribution in aid;	418
435		* CA equals the average cost of construction per mile in the primary service area;	419
436	* CA equals the average cost of construction per mile in the primary service area;
437
438	* P equals the twenty(20) dwelling units per aerial or forty (40) dwelling units per underground mile of aerial plant; and	* P equals the twenty(20) dwelling units per aerial or forty (40) dwelling units per underground mile of aerial plant; and	420
439			421
440	* SC equals the per dwelling unit contribution in aid of construction in the line extension area.
441
442	(c) The Issuing Authority shall make its best efforts to provide the Licensee with written notice of the issuance of building permits for planned housing developments in the Town requiring the under grounding of Cable System plant.	(c) The Issuing Authority shall make its best efforts to provide the Licensee with written notice of the issuance of building permits for planned housing developments in the Town requiring the under grounding of Cable System plant.	422
443			423
444			424
445	Section 5.3---LINE EXTENSION PROCEDURES	Section 5.3---LINE EXTENSION PROCEDURES	425
446			426
447	Any dwelling unit owner located in an area of the Town without Cable Television Service may request such service from the Licensee. In areas meeting the requirements of Section 5.2 (a) and (b) above, the Licensee shall extend service to the area promptly, but in no case later than sixty (60) days after all necessary permits are obtained, subject to weather, Force Majeure, and the performance of make ready. The Licensee shall apply to the DPW for permits, if necessary, promptly. In those areas with less than twenty (20) dwelling units per aerial or forty (40) dwelling units per underground mile, the Licensee shall, within thirty (30) days following a request for service, conduct a survey to determine the number of homes in the immediate area and shall inform each participating dwelling unit of the contribution in aid of construction (see Section 5.2 (b) above) that will be charged. The Licensee shall apply for pole attachment agreements within sixty (60) days of receiving the contribution in aid of construction from all subscribing dwelling units. Cable Television Service(s) shall be made available and fully activated to all requesting dwelling units who made a contribution in aid of construction within sixty (60) days of receipt of pole attachment agreements by the Licensee, subject to weather, Force Majeure and the performance of make ready.	Any dwelling unit owner located in an area of the Town without Cable Service may request such service from the Licensee. In areas meeting the requirements of Section 5.2 (a) and (b) above, the Licensee shall extend service to the area promptly, but in no case later than sixty (60) days after all necessary permits are obtained, subject to weather, Force Majeure, and the performance of make ready construction. The Licensee shall apply to the DPW for permits, if necessary, promptly. In those areas with less than twenty (20) dwelling units per aerial or forty (40) dwelling units per underground mile, the Licensee shall, within thirty (30) days following a request for service, conduct a survey to determine the number of homes in the immediate area and shall inform each participating dwelling unit of the contribution in aid of construction (see Section 5.2 (b) above) that will be charged. The Licensee shall apply for pole attachment agreements within sixty (60) days of receiving the contribution in aid of construction from all subscribing dwelling units. Cable Television Service(s) shall be made available and fully activated to all requesting dwelling units who made a contribution in aid of construction within sixty (60) days of receipt of pole attachment agreements by the Licensee, subject to weather, Force Majeure and the performance of make ready.	427
448			428
449			429
450	Section 5.4---LOCATION OF CABLE TELEVISION SYSTEM	Section 5.4---LOCATION OF system	430
451			431
452	The Licensee shall operate and maintain the Cable Television System within the Town of Bolton. Poles, towers and other obstructions shall be erected so as not to interfere with vehicular or pedestrian traffic over Public Ways. The erection and location of all poles, towers and other obstructions shall be in accordance with all generally applicable state and local laws and regulations.	The Licensee shall operate and maintain the system within the Town of Bolton. Poles, towers and other obstructions shall be erected so as not to interfere with vehicular or pedestrian traffic over Public Ways. The erection and location of all poles, towers and other obstructions shall be in accordance with all generally applicable state and local laws and regulations.	432
453			433
454			434
455	Section 5.5---UNDERGROUND FACILITIES	Section 5.5---UNDERGROUND FACILITIES	435
456			436
457	(a) In the areas of the Town having telephone lines and electric utility lines underground, whether required by law or not, all of the Licensee's lines, cables and wires shall be underground. At such time as these facilities are placed underground by the telephone and electric utility companies at their sole cost and expense or are required to be placed underground by the Town at the sole cost and expense of such telephone and electric utility companies, the Licensee shall likewise place its facilities underground at its sole cost and expense.	(a) In the areas of the Town having telephone lines and electric utility lines underground, whether required by law or not, all of the Licensee's lines, cables and wires shall be underground. At such time as these facilities are placed underground by the telephone and electric utility companies at their sole cost and expense or are required to be placed underground by the Town at the sole cost and expense of such telephone and electric utility companies, the Licensee shall likewise place its facilities underground at its sole cost and expense.	437
458			438
459	(b) Underground cable lines shall be placed beneath the pavement subgrade in compliance with all generally applicable Town by-laws, rules, regulations and/or standards. It is the policy of the Town that existing poles for electric and communication purposes be utilized wherever possible and that underground installation is preferable to the placement of additional poles.	(b) Underground cable lines shall be placed beneath the pavement subgrade in compliance with all generally applicable Town by-laws, rules, regulations and/or standards. It is the policy of the Town that existing poles for electric and communication purposes be utilized wherever possible and that underground installation is preferable to the placement of additional poles.	439
460			440
461			441
462	Section 5.6---TREE TRIMMING	Section 5.6---TREE TRIMMING	442
463			443
464	In installing, operating and maintaining equipment, cable and wires, the Licensee shall avoid all unnecessary damage and injury to trees, structures, and improvements in and along Public Ways. The Licensee shall be subject to M.G. L. Chapter 87, comply with all generally applicable rules regarding tree trimming established by the Issuing Authority and/or its designee(s) during the term of this Renewal License. All tree and/or root trimming and/or pruning provided for herein shall be done pursuant to appropriate regulations of the Town.	In installing, operating and maintaining equipment, cable and wires, the Licensee shall avoid all unnecessary damage and injury to trees, structures, and improvements in and along Public Ways. The Licensee shall be subject to M.G. L. Chapter 87, comply with all generally applicable rules regarding tree trimming established by the Issuing Authority and/or its designee(s) during the term of this License. All tree and/or root trimming and/or pruning provided for herein shall be done pursuant to appropriate regulations of the Town.	444
465			445
466			446
467	Section 5.7---RESTORATION TO PRIOR CONDITION	Section 5.7---RESTORATION TO PRIOR CONDITION	447
468			448
469	Whenever the Licensee takes up or disturbs any pavement, sidewalk or other improvement of any Public Way, the same shall be replaced and the surface restored in as good condition as before entry as soon as practicable. If the Licensee fails to make such restoration within a reasonable time, the Issuing Authority may fix a reasonable time for such restoration and repairs and shall notify the Licensee in writing of the restoration and repairs required and the time fixed for performance thereof. Upon failure of the Licensee to comply within the specified time period, the Issuing Authority may cause proper restoration and repairs to be made and the reasonable expense of such work shall be paid by the Licensee to the Town within sixty (60) days of a written request by the Issuing Authority.	Whenever the Licensee takes up or disturbs any pavement, sidewalk or improvement of any Public Way, the same shall be replaced and the surface restored in as good condition as before entry as soon as practicable. If the Licensee fails to make such restoration within a reasonable time, the Issuing Authority may fix a reasonable time for such restoration and repairs and shall notify the Licensee in writing of the restoration and repairs required and the time fixed for performance thereof. Upon failure of the Licensee to comply within the specified time period, the Issuing Authority may cause proper restoration and repairs to be made and the reasonable expense of such work shall be paid by the Licensee to the Town within sixty (60) days of a written request by the Issuing Authority.	449
470			450
		Pre-existing wires to a subscriber residence shall be removed only with the written permission of said subscriber.	451
471			452
472	Section 5.8---TEMPORARY RELOCATION	Section 5.8---TEMPORARY RELOCATION	453
473			454
474	The Licensee shall temporarily raise or lower its wires or other equipment upon the reasonable request of any Person holding a building moving permit issued by the Town. The expense of such raising or lowering shall be paid by the party requesting such move, unless otherwise required or permitted by applicable law. The Licensee shall be given reasonable notice necessary to maintain continuity of service.	The Licensee shall temporarily raise or lower its wires or other equipment upon the reasonable request of any Person holding a building moving permit issued by the Town. The expense of such raising or lowering shall be paid by the party requesting such move, unless otherwise required or permitted by applicable law. The Licensee shall be given reasonable notice necessary to maintain continuity of service.	455
475			456
476	Section 5.9---DISCONNECTION AND RELOCATION	Section 5.9---DISCONNECTION AND RELOCATION	457
477			458
478	The Licensee shall, without charge to the Town, protect, support, temporarily disconnect, relocate in the same Street or other Public Way, or remove from any Street or any other Public Ways, any of its property as required by the Issuing Authority and/or its designee(s) by reason of traffic conditions, public safety, street construction, change or establishment of street grade, or the construction of any public improvement or structure by any Town department acting in a governmental capacity.	The Licensee shall, without charge to the Town, protect, support, temporarily disconnect, relocate in the same Street or other Public Way, or remove from any Street or any other Public Ways, any of its property as required by the Issuing Authority and/or its designee(s) by reason of traffic conditions, public safety, street construction, change or establishment of street grade, or the construction of any public improvement or structure by any Town department acting in a governmental capacity.	459
479			460
480			461
481	Section 5.10---SAFETY STANDARDS	Section 5.10---SAFETY STANDARDS	462
482			463
483	The Licensee shall operate, maintain and remove the Cable Television System in conformance with Occupational Safety and Health Administration regulations, the Massachusetts Electrical Code, the National Electrical Code, the NCTA Safety Manual, the National Electrical Safety Code, the National Television Standards Code, the Bell Core Blue Book (when applicable), the rules and regulations of the FCC, all State and local laws, and all land use restrictions as the same exist or may be amended hereafter. Enforcement of such codes shall be by the appropriate regulatory authority.	The Licensee shall operate, maintain and remove the system in conformance with the Massachusetts Electrical Code, the National Electrical Code, the National Electrical Safety Code, the Bell Core Blue Book, the rules and regulations of the FCC, all State and local laws, and all land use restrictions as the same exist or may be amended hereafter. Customer premises equipment shall be Listed by a Nationally Recognized Testing Laboratory (NRTL). Enforcement of such codes shall be by the appropriate regulatory authority.	464
484			465
485			466
486	Section 5.11---PEDESTALS	Section 5.11---PEDESTALS	467
487			468
488	In any cases in which pedestals housing active and passive devices are to be utilized, in Town Public Ways or within the Town public lay-out, such equipment must be installed in accordance with all generally applicable Town rules, regulations and/or by-laws. All such equipment shall be shown on the maps submitted to the Town in accordance with Section 5.13 infra.	In any cases in which pedestals housing active and passive devices are to be utilized, in Town Public Ways or within the Town public lay-out, such equipment must be installed in accordance with all generally applicable Town rules, regulations and/or by-laws. All such equipment shall be shown on the maps submitted to the Town in accordance with Section 5.13 infra.	469
489			470
490			471
491	Section 5.12---PRIVATE PROPERTY	Section 5.12---PRIVATE PROPERTY	472
492			473
493	The Licensee shall be subject to all generally applicable laws, by-laws and/or regulations regarding private property in the course of constructing, installing, operating and maintaining the Cable Television System in the Town. The Licensee shall promptly repair or replace all private property, real and personal, damaged or destroyed as a result of the construction, installation, operation or maintenance of the Cable System at its sole cost and expense.	The Licensee shall be subject to all generally applicable laws, by-laws and/or regulations regarding private property in the course of constructing, installing, operating and maintaining the system in the Town. The Licensee shall promptly repair or replace all private property, real and personal, damaged or destroyed as a result of the construction, installation, operation or maintenance of the Cable System at its sole cost and expense.	474
494			475
495			476
496	Section 5.13---CONSTRUCTION MAPS	Section 5.13---CONSTRUCTION MAPS	477
497			478
498	Upon written request, the Licensee shall file with the Issuing Authority strand maps of all Cable System plant. Upon written request by the Issuing Authority or its designee, if changes are made in the Cable System, the Licensee shall make available to the Issuing Authority updated maps not more than once per year.	Upon written request, the Licensee shall file with the Issuing Authority "strand maps" of all Cable System plant. Upon written request by the Issuing Authority or its designee, if changes are made in the Cable System, the Licensee shall make available to the Issuing Authority updated maps not more than once per year.	479
			480
		All new underground installations shall be registered with "Dig Safe" and certificate of same be provided to the Issuing Authority.	481
499			482
500			483
501			484
502	Section 5.14---COMMERCIAL ESTABLISHMENTS	Section 5.14---COMMERCIAL ESTABLISHMENTS	485
503			486
504	The Licensee shall make Cable Service(s) available to any commercial establishments in the Town, provided that any such establishment(s) agrees to pay for installation and monthly subscription costs as established by the Licensee.	The Licensee shall make Cable Service(s) available to any commercial establishments in the Town, provided that any such establishment(s) agrees to pay for installation and monthly subscription costs as established by the Licensee.	487
505			488
506			489
507	Section 5.15---SERVICE INTERRUPTION	Section 5.15---SERVICE INTERRUPTION	490
508			491
509	Except where there exists an emergency situation necessitating a more expeditious procedure, the Licensee may interrupt service for the purpose of repairing or testing the Cable Television System, only during periods of minimum use, and, if practical, only after a minimum of twenty-four (24) hours notice to all affected Subscribers.	Except where there exists an emergency situation necessitating a more expeditious procedure, the Licensee may interrupt service for the purpose of repairing or testing the system, only during periods of minimum use, and, if practical, only after a minimum of twenty-four (24) hours notice to all affected Subscribers.	492
510			493
511			494
512			495
513			496
514			497
515	ARTICLE 6	ARTICLE 6	498
516			499
517	SERVICES AND PROGRAMMING	SERVICES AND PROGRAMMING	500
518			501
519			502
520	Section 6.1---BASIC SERVICE	Section 6.1---BASIC SERVICE	503
521			504
522	The Licensee shall provide a Basic Service that shall include all Signals that are required to be carried by a cable television system serving the Town pursuant to applicable law(s).	The Licensee shall provide a Limited Basic Service that shall include at a minimum all over-the-air Signals intended for Bolton residents.	505
523			506
524			507
			508
525	Section 6.2---PROGRAMMING	Section 6.2---PROGRAMMING	509
526			510
527	(a) Pursuant to Section 624 of the Cable Act, the Licensee shall maintain the mix, quality and	(a) Pursuant to Section 624 of the Cable Act, the Licensee shall maintain the mix, quality and	511
528	broad categories of Programming set forth in Exhibit 1, attached hereto and made a part hereof. Pursuant to federal law, all Programming decisions, including the Programming listed in Exhibit 1, but excluding PEG Access Programming, are at the sole discretion of the Licensee, unless otherwise provided by applicable law(s).	broad categories of Programming set forth in Exhibit 1, attached hereto and made a part hereof. Pursuant to federal law, all Programming decisions, including the Programming listed in Exhibit 1, but excluding PEG Access Programming, are at the sole discretion of the Licensee, unless otherwise provided by applicable law(s).	512
529			513
530	(b) The Licensee shall provide the Issuing Authority and all Subscribers with notice of its intent to change the Bolton Programming line-up at least thirty (30) days before any such change is to take place.	(b) The Licensee shall provide the Issuing Authority, the Access Provider and all Subscribers with notice of its intent to change the Bolton Programming line-up at least ninety (90) days before any such change is to take place.	514
531			515
532			516
533	Section 6.3---LEASED CHANNELS FOR COMMERCIAL USE	Section 6.3---LEASED CHANNELS FOR COMMERCIAL USE	517
534			518
535	Pursuant to Section 612 (b)(1)(B) of the Cable Act, the Licensee shall make available channel capacity for commercial use by Persons unaffiliated with the Licensee.	Pursuant to Section 612 (b)(1)(B) of the Cable Act, the Licensee may make available channel capacity for commercial use by Persons unaffiliated with the Licensee.	519
536			520
537			521
538	Section 6.4---VCR/CABLE COMPATIBILITY	Section 6.4---RECORDER/CABLE COMPATIBILITY	522
539			523
540	In order that Subscribers to the Cable Television System have the capability to simultaneously view and tape any channel and set their "time shifter" to record multiple channels remotely, the Licensee shall provide to any Subscriber, upon request, an A/B switch, which will allow VCR owners to tape and view any channel capable of being tuned by such owner's television set and/or VCR, except two scrambled Signals. Said A/B switch shall be available to all Subscribers, at a cost in compliance with applicable law, no later than the Execution Date of this Renewal License.	Subscribers to the system shall have the capability to simultaneously view and record any channel and set their "time shifter" to record multiple channels. The Licensee shall provide to any Subscriber the means (such as an STB port), which will allow RECORDER owners to record and view any channel capable of being tuned by such owner's television set. Said "means" shall be available to all Subscribers at no additional cost no later than the Execution Date of this License.	524
541			525
542			526
543	Section 6.5---SIGNAL ENCODING	Section 6.5---SIGNAL ENCODING	527
544			528
545	(a) Subject to applicable law(s), the Licensee shall not Scramble or otherwise encode, in any	(a) Subject to applicable law(s), the Licensee shall not Scramble or otherwise encode, in any manner or form, for the entire term of this License, (1) any over-the-air Signals and/or (2) any of the PEG Access Channels. For purposes of this Section 6.5(a), "over-the-air Signals" shall mean any local broadcast television intended for the Bolton market. For purposes of this section, the word "local" shall have the meaning as defined by applicable law and/or regulation.	529
546	manner or form, for the entire term of this Renewal License, (1) any off-the-air Signals and/or (2) any of the PEG Access Channels. For purposes of this Section 6.5(a), "off-the-air Signals" shall mean any local broadcast television Signals received at the Licensee's Headend without the aid of any intervening relay device or receiving dishes. For purposes of this section, the word "local" shall have the meaning as defined by applicable law and/or regulation.
547			530
548	(b) The Licensee reserves its rights to Scramble or otherwise encode any cable channel(s), in the Licensee's judgment, to protect the Licensee from unauthorized reception of its Signals.	(b) The Licensee reserves its rights to Scramble or otherwise encode any cable channel(s), in the Licensee's judgment, to protect the Licensee from unauthorized reception of its Signals.	531
549			532
550			533
551	Section 6.6---CONTINUITY OF SERVICE	Section 6.6---CONTINUITY OF SERVICE	534
552			535
553	It shall be the right of all Subscribers to receive Service insofar as their financial and other obligations to the Licensee are honored. The Licensee shall ensure that all Subscribers receive continuous, uninterrupted Service, except for unavoidable or necessary Service interruptions.	(a) It shall be the right of all Subscribers to receive Service insofar as their financial and other obligations to the Licensee are honored. The Licensee shall ensure that all Subscribers receive continuous, uninterrupted Service, except for unavoidable or necessary Service interruptions.	536
			537
		(b) The licensee shall compensate any Subscriber for any service interruption or degradation suffered by the Subscriber that is beyond the reasonable control of the Subscriber. These causes shall include, but not be limited to; failure of licensees equipment, maintenance, whether scheduled or not, weather or other acts of god. This clause shall apply on each occasion where service is interrupted or otherwise impaired for six (6) or more continuous hours. Such an interruption shall be a qualifying event. Said service interruption, when triggered by the a-fore-mentioned qualifying event shall continue from the initial interruption until said service is restored. After twenty-four (24) continuous hours of proper service, the outage event will be considered ended. Any failures within the 24 hour period immediately following service restoration will be applied to the initial event. Service outages reported to the licensee by the Subscriber shall be considered prima facie evidence of a service outage or degradation.	538
554			539
		(c) The licensee will pay, in the form of account credit or direct remuneration, at licensees discretion, a sum equaling the per diem pro-rated credit for the days thereof during the affected billing period(s) where service was not available to the Subscriber. The basis for this credit will not exceed the actual billable amount on the affected licensors account for the affected period(s). The burden of recovering this credit shall be with the Subscriber who will provide a telephone (verbal), E-Mail (written) or postal	540
		(written) request to the licensee. The licensee shall provide on each bill the information necessary to make these requests. The licensee shall process the request into the billing system within 30 days such that it will be paid or otherwise reflected in the next billing cycle following the 30 day window.	541
555			542
556	Section 6.7---FREE DROPS, OUTLETS AND MONTHLY SERVICE TO PUBLIC BUILDINGS AND SCHOOLS	Section 6.7---FREE DROPS, OUTLETS AND MONTHLY SERVICE TO PUBLIC BUILDINGS AND SCHOOLS	543
557			544
558	(a) The Licensee shall continue to provide, install and maintain one (1) free Subscriber Cable Drop and Outlet and monthly Basic Service, except for any Pay Cable and/or Pay-Per-View Programming, to all police and fire stations, public schools, public libraries and other public buildings along the Cable System plant route included in Exhibit 2, attached hereto and made a part hereof, and any other public buildings and schools along the Cable System plant route as designated by the Issuing Authority. The Licensee shall coordinate the location of each Drop with each of the aforementioned institutions newly receiving Service. There shall be no costs to the Town or any designated institution for the provision of monthly Basic Service and related maintenance.	(a) The Licensee shall continue to provide, install and maintain one (1) free Subscriber Service Drop and Outlet and monthly Basic Service, except for any Pay Cable and/or Pay-Per-View Programming, to all public buildings included in Exhibit 2, attached hereto and made a part hereof, and any other public buildings and schools along the Cable System plant route as designated by the Issuing Authority. The Licensee shall coordinate the location of each Drop with each of the aforementioned institutions newly receiving Service. There shall be no costs to the Town or any designated institution for the provision of monthly Basic Service and related maintenance.	545
559			546
560	(b) The Licensee shall supply one (1) Converter for each Outlet, without charge to the Town, if required for the reception of monthly Basic Service. The Licensee shall maintain such Outlets and Converters for normal wear and tear, at its sole cost and expense; provided, however, that the Town shall be responsible for repairs and/or replacement necessitated by any acts of vandalism or theft.	(b) The Licensee shall supply one (1) Converter for each Outlet, without charge to the Town, if required for the reception of monthly Basic Service. The Licensee shall maintain such Outlets and Converters for normal wear and tear, at its sole cost and expense; provided, however, that the Town shall be responsible for repairs and/or replacement necessitated by any acts of vandalism or theft.	547
561			548
562	(c) The Licensee shall discuss the location of each Drop and/or Outlet with the proper officials in each of the buildings, schools and/or institutions entitled to such a Drop or Outlet, prior to any such installation. The Licensee shall provide installation of such Drops and/or Outlets within sixty (60) days of any such requests from the Issuing Authority, subject to Force Majeure.	(c) The Licensee shall discuss the location of each Drop and/or Outlet with the proper officials in each of the buildings, schools and/or institutions entitled to such a Drop or Outlet, prior to any such installation. The Licensee shall provide installation of such Drops and/or Outlets within sixty (60) days of any such requests from the Issuing Authority, subject to Force Majeure.	549
563			550
564			551
565			552
566	ARTICLE 7	ARTICLE 7	553
567			554
568	PUBLIC, EDUCATIONAL AND GOVERNMENTAL ACCESS FACILITIES AND SUPPORT	PUBLIC, EDUCATIONAL AND GOVERNMENTAL ACCESS FACILITIES AND SUPPORT	555
569			556
570			557
571	Section 7.1---ACCESS PROVIDER	Section 7.1---ACCESS PROVIDER	558
572			559
573	As designated by the Issuing Authority from time to time, the Access Provider shall provide services to PEG Access Users as follows:	As designated by the Issuing Authority from time to time, the Access Provider shall provide services to PEG Access Users as follows:	560
574			561
575	(1) Manage the annual funding, pursuant to Section 7.2 herein;	(1) Manage the annual funding, pursuant to Section 7.2 herein;	562
576			563
577	(2) Purchase and/or lease equipment with funding pursuant to Section 7.3 herein;	(2) Purchase and/or lease equipment with funding pursuant to Section 7.3 herein;	564
578			565
579	(3) Schedule, operate and program the PEG Access Channels provided in accordance with Section 7.4 herein;	(3) Schedule, operate and program the PEG Access Channels provided in accordance with Section 7.4 herein;	566
580			567
581	(3) Conduct training programs in the skills necessary to produce quality PEG Access programming;	(3) Conduct training programs in the skills necessary to produce quality PEG Access programming;	568
582			569
583	(4) Provide technical assistance, pre-production services, post-production services and production services to PEG Access Users, using Access Provider staff and volunteers;	(4) Provide technical assistance, pre-production services, post-production services and production services to PEG Access Users, using Access Provider staff and volunteers;	570
584			571
585	(5) Establish rules, procedures and guidelines for use of the PEG Access Channels;	(5) Establish rules, procedures and guidelines for use of the PEG Access Channels;	572
586			573
587	(6) Provide publicity, fund-raising, outreach, referral and other support services to PEG Access Users;	(6) Provide publicity, fund-raising, outreach, referral and other support services to PEG Access Users;	574
588			575
589	(7) Accomplish such other tasks relating to the operation, scheduling and/or management of the PEG Access Channels, facilities and equipment as appropriate and necessary; and	(7) Accomplish such other tasks relating to the operation, scheduling and/or management of the PEG Access Channels, facilities and equipment as appropriate and necessary; and	576
590			577
591	(8) Produce or assist Users in the production of original, non-commercial Video Programming of interest to Subscribers and focusing on Town issues, events and activities.	(8) Produce or assist Users in the production of original, non-commercial Video Programming of interest to Subscribers and focusing on Town issues, events and activities.	578
592			579
593			580
594	Section 7.2---PEG ACCESS ANNUAL FUNDING	Section 7.2---PEG ACCESS ANNUAL FUNDING	581
595			582
596	(a) The Licensee shall provide an annual payment to the Access Provider, for PEG Access use, equal to three and one half percent (3.5%) of the Licensee's Gross Annual Revenues. Said annual payments shall be used for, among other things, salary, operating and other related expenses connected with PEG Access programming and operations.	(a) The Licensee shall provide an annual payment to the Access Provider, for PEG Access use, equal to three and one half percent (3.5%) of the Licensee's Gross Annual Revenues. Said annual payments shall be used for, among other things, salary, operating and other related expenses connected with PEG Access programming and operations.	583
597			584
598	(b) In Year One of this Renewal License, the first quarterly payment to the Access Provider shall be based on the period from April 15, 2004 through June 30, 2004and shall constitute three and one half percent (3.5%) of the Licensee's Gross Annual Revenues. Said first quarterly payment shall then be due and payable to the Access Provider no later than forty-five (45) days after the end of said quarterly period, or no later than August 15, 2004. The second quarterly payment to the Access Provider shall be based on the three (3) months from July 1, 2004 through September 30, 2004, and shall constitute three and one half percent (3.5%) of the Licensee's Gross Annual Revenues. Said second payment shall then be due and payable to the Access Provider no later than November 15, 2004. Thereafter, the Licensee's three and one half percent (3.5%) payments to the Access Provider shall continue to be made on the quarterly basis based on the above-referenced three (3) month accounting periods and subsequent forty-five (45) day due dates. The final payment shall be based on the period from December 30, 2013 through April 15, 2014, and shall constitute three and one half percent (3.5%) of the Licensee's Gross Annual Revenues. Said final payment shall then be due and payable no later than forty-five (45) days from the end of said period.	(b) Said quarterly payment shall then be due and payable to the Access Provider no later than forty-five (45) days after the end of said quarterly period.	585
599			586
600	(c) The Licensee shall file with each such quarterly payment a statement certified by an authorized agent of the Licensee, documenting, in reasonable detail, the total of all Gross Annual Revenues of the Licensee during the preceding three (3) month period. Along with such statement, the Licensee shall also complete and submit the Gross Annual Revenues Reporting Form, attached hereto as Exhibit 3.	(c) The Licensee shall file with each such quarterly payment a statement certified by an authorized agent of the Licensee, documenting, in reasonable detail, the total of all Gross Annual Revenues of the Licensee during the preceding three (3) month period.	587
601			588
602	(d) In no case shall said three and one half percent (3.5%) payment(s) include (i) the PEG Access Equipment/Capital funding required by Section 7.3 below; (ii) the License Fee payable to the Issuing Authority pursuant to Section 8.1 infra; and/or (iii) any other fees or payments required by applicable law; provided, however, that said three and one half percent (3.5%) payment shall be a Franchise Fee, as defined, and subject to the five percent (5%) federal cap on such Franchise Fees.	(d) In no case shall said three and one half percent (3.5%) payment(s) include (i) the PEG Access Equipment/Capital funding required by Section 7.3 below; (ii) the License Fee payable to the Issuing Authority pursuant to Section 8.1 infra; and/or (iii) any other fees or payments required by applicable law; provided, however, that said three and one half percent (3.5%) payment shall be a Franchise Fee, as defined, and subject to the five percent (5%) federal cap on such Franchise Fees.	589
603			590
604	(e) Consistent with Section 622(h) of the Cable Act, any Person, including a Leased Access User, who or which distributes any Service over the Cable System for which charges are assessed to Subscribers but not received by the Licensee, shall pay the Access Provider an amount equal to three and one half percent (3.5%) of such Person's Gross Annual Revenues. If the Licensee collects revenues for said Person, then the Licensee shall collect said three and one half percent (3.5%) payment on the Gross Annual Revenues of said Person and shall pay said amounts to the Access Provider along with the Licensee's three and one half percent (3.5%) percent PEG Access payments pursuant to Section 7.2(a) herein. If the Licensee does not collect the revenues for a Person that distributes any Service over the System, then the Licensee shall notify any such Person of this 3.5% payment requirement and shall notify the Town and the Access Provider of such use of the Cable System by such Person(s).	(e) Consistent with Section 622(h) of the Cable Act, any Person, including a Leased Access User, who or which distributes any Service over the Cable System for which charges are assessed to Subscribers but not received by the Licensee, shall pay the Access Provider an amount equal to three and one half percent (3.5%) of such Person's Gross Annual Revenues. If the Licensee collects revenues for said Person, then the Licensee shall collect said three and one half percent (3.5%) payment on the Gross Annual Revenues of said Person and shall pay said amounts to the Access Provider along with the Licensee's three and one half percent (3.5%) percent PEG Access payments pursuant to Section 7.2(a) herein. If the Licensee does not collect the revenues for a Person that distributes any Service over the System, then the Licensee shall notify any such Person of this 3.5% payment requirement and shall notify the Town and the Access Provider of such use of the Cable System by such Person(s).	591
605			592
606	(f) In the event that the payments required herein are not tendered on or before the dates fixed herein, interest due on such payments accrue from the date due at two percent (2%) above the Prime Rate.	(f) In the event that the payments required herein are not tendered on or before the dates fixed herein, interest due on such payments accrue from the date due at two percent (2%) above the Prime Rate.	593
607			594
608			595
609	Section 7.3---PEG ACCESS EQUIPMENT/CAPITAL FUNDING	Section 7.3---PEG ACCESS EQUIPMENT/CAPITAL FUNDING	596
610			597
611	(a) The Licensee shall provide funding to the Issuing Authority and/or the Access	(a) The Licensee shall provide funding to the Issuing Authority and/or the Access	598
612	Provider, in the amount of Seventy Five Thousand Dollars ($75,000.00) to be used to purchase and/or lease PEG Access equipment and related facilities, payable to the Issuing Authority as on or before June 1, 2004.	Provider, in the amount of Seventy Five Thousand Dollars ($75,000.00) to be used to purchase and/or lease PEG Access equipment and related facilities, payable to the Issuing Authority specificly for PEG use.	599
613			600
614	(b) In no case shall said $75,000.00 PEG Access equipment payment, pursuant to paragraph (a) above, be counted against any License Fee payment(s), required by Section 8.1 infra, and/or any other fees or payments required by applicable law.	(b) In no case shall said $75,000.00 PEG Access equipment payment, pursuant to paragraph (a) above, be counted against any License Fee payment(s), required by Section 8.1 infra, and/or any other fees or payments required by applicable law.	601
615			602
616	(c) The payments in paragraph (a) shall be made directly to the Town and/or the Access Provider, as directed by the Issuing Authority.	(c) The payments in paragraph (a) shall be made directly to the Town designated for PEG use.	603
617			604
618	(d) In the event that payments required to be made herein are not tendered on or before the dates fixed herein, interest due on such required payments shall accrue from the date due and be paid to the Town and/or the Access Provider, as directed by the Issuing Authority, at the annual rate of two percent (2%) above the Prime Rate.	(d) In the event that payments required to be made herein are not tendered on or before the dates fixed herein, interest due on such required payments shall accrue from the date due and be paid to the Town and/or the Access Provider, as directed by the Issuing Authority, at the annual rate of two percent (2%) above the Prime Rate.	605
619			606
620			607
621	Section 7.4---PEG ACCESS CHANNELS	Section 7.4---PEG ACCESS CHANNELS	608
622			609
623	(a) The Licensee shall make available two (2) Downstream Channels for Bolton PEG Access use, as follows:	(a) The Licensee shall make available a single QAM 6 MHz Downstream Channel for Bolton PEG Access use. This channel shall be identified by subscribers as "channel 10-1, 10-2, 10-3, 10-4" for the purposes of programming their television or set top box or boxes.	610
624
625	(i) One (1) Downstream Channel for PEG Access Programming on the Execution Date, to be shared with the Towns of Clinton and Lancaster until such time that the PCF described in Section 7.6 is complete and operational, at which time the channel will then be dedicated for the use by the Access Provider; and
626
627	(ii) One (1) Downstream Channel for PEG Access Programming on the Execution Date, to be programmed by the Access Provider and/or the Bolton Public Schools.
628
629	(b) On or at any time after the third anniversary of the Execution Date of this Renewal License,
630	the Issuing Authority and/or the Access Provider shall have the right to use of a third PEG Access Channel. In order to obtain said third PEG Access Channel, the Issuing Authority shall write to the Licensee, stating that the two (2) existing PEG Access Channels are being programmed with non-duplicated, locally-produced, non-character generated programming during available cablecast hours for the previous three (3) months and that there is a need for a third PEG Access Channel in order to provide additional programming for the benefit of Bolton Subscribers during available cablecast hours and shall provide documentation to verify such programming. In its letter to the Licensee, the Issuing Authority shall state, in good faith, that such a third PEG Access Channel (i) will be substantially programmed with non-duplicated, locally produced, non-character generated programming; and (ii) is necessary to accomplish the stated PEG Access Programming goals of the Town and/or the Access Provider. Such a third PEG Access Channel will not be used simply to repeat PEG Access Programming that is already carried on the other two (2) PEG Access Channels, but will be used to carry substantially new locally-produced PEG Access Programming. The Issuing Authority agrees that such a third PEG Access Channel shall not be utilized solely to carry character-generated messages; provided, however, that the Town and/or the Access Provider may use said third PEG Access Channel to carry character-generated messages along with other new locally-produced PEG Access Programming.
631
632	(i) At such time as the Issuing Authority requests such third PEG Access Channel, at
633	the request of the Licensee, the Issuing Authority and the Licensee agree to meet in
634	order to discuss said request.
635
636	(ii) For purposes of this Section 7.4(b), �available cablecast hours� shall
637	mean the hours of 8:00 AM to 10:00 PM.
638
639	(iii) Provided that the Issuing Authority gives the Licensee three (3) months written
640	notice, the Licensee shall make such third PEG channel available to the Issuing Authority or the Access Provider, within three (3) months of said notice. If channel space is not available, then the parties shall meet to discuss a reasonable timetable for making such third PEG Access Channel available to the Issuing Authority or the Access Provider, said timetable not to exceed one (1) year from the date of such written notice from the Issuing Authority.
641			611
642	(c) Said PEG Access Channels shall be used to transmit PEG Access Programming to Subscribers without charge to the Issuing Authority, the Town, the Access Provider and/or PEG Access Users, and shall be subject to the control and management of the Access Provider. Charges to Subscribers, if any, shall be subject to applicable law(s) and regulation(s).	(c) Said PEG Access Channels shall be used to transmit PEG Access Programming to Subscribers without charge to the Issuing Authority, the Town, the Access Provider and/or PEG Access Users, and shall be subject to the control and management of the Access Provider. Charges to Subscribers, if any, shall be subject to applicable law(s) and regulation(s).	612
643			613
644	(d) The Access Provider may utilize Upstream Channels, as described in Section 7.6 infra, in order to transmit PEG Access Programming to Subscribers.	(d) The Access Provider may utilize Upstream Channels, as described in Section 7.6 infra, in order to transmit PEG Access Programming to Subscribers.	614
645			615
646	(e) The Licensee shall not move or otherwise relocate said PEG Access Channel locations once established without the advance, written notice to the Issuing Authority and the Access Provider.	(e) The Licensee shall not move or otherwise relocate said PEG Access Channel locations ("access point") once established without the advance, written notice to the Issuing Authority and the Access Provider.	616
647			617
648	(f) The Licensee shall maintain and monitor the PEG Access Channels, and shall monitor the PEG Access Channel(s) for technical Signal quality and shall ensure that they are maintained at standards commensurate with those which apply to the Cable System's commercial channels pursuant to FCC technical standards. The Town and/or the Access Provider shall be responsible for the picture quality of all PEG Access Programming.	(f) The Licensee shall maintain and monitor the PEG Access Channels, and shall monitor the PEG Access Channel(s) for technical Signal quality and shall ensure that they are maintained at standards commensurate with those which apply to the Cable System's commercial channels pursuant to FCC technical standards. The Access Provider shall be responsible for the picture quality of all PEG Access Programming.	618
649			619
650
651	Section 7.5---CENSORSHIP	Section 7.5---CENSORSHIP	620
652			621
653	The Licensee shall not engage in any program censorship or any other control of the content of the PEG Access Programming on the Cable System, except as otherwise required or permitted by applicable law.	The Licensee shall not engage in any program censorship or any other control of the content of the PEG Access Programming on the Cable System, except as otherwise required or permitted by applicable law.	622
654			623
655			624
656	Section 7.6---ACCESS CABLECASTING	Section 7.6---ACCESS CABLECASTING	625
657			626
658	(a) The Licensee shall provide upstream capacity to the following locations by April 30, 2005 in order that PEG Access Programming may originate from the following locations:	(a) The Licensee shall provide upstream capacity from the following locations in order that PEG Access Programming may originate from any of the following locations:	627
659			628
660	1. Town Hall, 663 Main Street	1. Town Hall, 663 Main Street	629
661	2. Florence Sawyer School, 100 Mechanic Street	2. Florence Sawyer School, 100 Mechanic Street	630
662	3. Emerson Building, 50 Mechanic Street	3. Emerson Building, 50 Mechanic Street	631
663	4. Nashoba Regional High School, 12 Green Road (Note: active fiber link is in place as of Execution Date.	4. Bolton Library, 738 Main St	632
		5. Bolton Safety center, 15 Wattaquadock Hill Rd	633
		6. Houghton Building, 697 Main Street	634
		7. High School, 12 Green Road	635
664			636
665	(b) The Issuing Authority agrees to provide appropriate and sufficient space in Town Hall for the location of the hub site equipment rack for the Passive Coax Fiber network (PCF). The PCF shall include passive coax cable runs to the Sawyer School and Emerson Building from the Town Hall hub site, and a fiber link from Town Hall to the headend.	(b) The Issuing Authority agrees to provide appropriate and sufficient space in Town Hall for the location of the hub site equipment rack for the system.	637
666			638
667	(c) Modulators shall be provided, owned and maintained by the Access Provider. Corresponding demodulators located at the headend or hub site shall be provided, owned and maintained by the Licensee.	(c) Modulators shall be provided, owned and maintained by the Access Provider. Corresponding demodulators located at the headend or hub site shall be provided, owned and maintained by the Licensee.	639
668			640
669	(d) It shall be the Licensee's sole responsibility to ensure that said PEG Access Programming is	(d) It shall be the Licensee's sole responsibility to ensure that said PEG Access Programming is automatically switched to the appropriate PEG Access Downstream Channel(s), in an efficient and timely manner. The Licensee shall not charge the Town and/or the Access Provider for such switching responsibility. The Licensee and the Issuing Authority shall negotiate in good faith any difficulties that arise regarding cablecasting of PEG Access Programming. The Town and/or the Access Provider shall be responsible for any manual switching necessary to cablecast PEG Access Programming from any location specified in Section 7.6(a).	641
670	automatically switched to the appropriate PEG Access Downstream Channel(s), in an efficient and timely manner. The Licensee shall not charge the Town and/or the Access Provider for such switching responsibility. The Licensee and the Issuing Authority shall negotiate in good faith any difficulties that arise regarding cablecasting of PEG Access Programming. The Town and/or the Access Provider shall be responsible for any manual switching necessary to cablecast PEG Access Programming from any location specified in Section 7.6(a).
671			642
672	(e) The Licensee shall provide and maintain all other necessary switching and/or processing equipment located in its Headend facility in order to switch upstream Signals from the Town and/or the Access Provider to the designated Downstream Access Channel(s). Nothing herein shall require the Licensee to provide any other switching equipment or any other end-user equipment.	(e) The Licensee shall provide and maintain all other necessary switching and/or processing equipment located in its Headend facility in order to switch upstream Signals from the Town and/or the Access Provider to the designated Downstream Access Channel(s). Nothing herein shall require the Licensee to provide any other switching equipment or any other end-user equipment.	643
673			644
674			645
675			646
676			647
677	ARTICLE 8	ARTICLE 8	648
678			649
679	LICENSE FEES	LICENSE FEES	650
680			651
681			652
682	Section 8.1---LICENSE FEE PAYMENTS	Section 8.1---LICENSE FEE PAYMENTS	653
683			654
684	(a) During the term of the Renewal License the annual License Fee payable to the Town shall be the maximum allowable by law, per Subscriber served as of the last day of the preceding calendar year, payable on or before March 15th of the said year. Pursuant to G.L.c. 166A�9, this fee is currently fifty cents ($.50) per Subscriber, but not less than Two Hundred Fifty Dollars ($250) annually.	(a) During the term of the License the annual License Fee payable to the Town shall be the maximum allowable by law, per Subscriber served as of the last day of the preceding calendar year, payable on or before March 15th of the said year. Pursuant to Mass.G.L.c. 166A�9, this fee is currently fifty cents ($.50) per Subscriber, but not less than Two Hundred Fifty Dollars ($250) annually.	655
685			656
686	(b) In the event that applicable law(s) permits said License Fee to be payable as a percentage of the Licensee's Gross Annual Revenues, the Licensee shall commence such Gross Annual payments to the Town on a schedule as agreed. The Licensee shall file with the Issuing Authority, with each such License Fee payment, a statement certified by a financial representative of the Licensee documenting, in reasonable detail, the total of all Gross Annual Revenues in the form of Exhibit 3.	(b) In the event that applicable law(s) permits said License Fee to be payable as a percentage of the Licensee's Gross Annual Revenues, the Licensee shall commence such Gross Annual payments to the Town on a schedule as agreed. The Licensee shall file with the Issuing Authority, with each such License Fee payment, a statement certified by a financial representative of the Licensee documenting, in reasonable detail, the total of all Gross Annual Revenues.	657
687			658
688	(c) The Licensee shall not be liable for a total franchise fee pursuant to this Renewal License and applicable law in excess of five percent (5%) of its Gross Annual Revenues; provided, however, that said five percent (5%) shall include the PEG Access Annual Support (Section 7.2) and any other amounts included in the term �franchise fee� pursuant to Section 622(g)(1) of the Cable Act, but shall not include the following: (i) PEG Access Capital Support (Section 7.3); (ii) interest due herein to the Town because of late payments (iii) the construction of the origination locations in Section 7.6; (iv) any liquidated damages (Section 12.2) and (v) any other exclusion to the term �franchise fee� pursuant to Section 622(g)(2) of the Cable Act.	(c) The Licensee shall not be liable for a total franchise fee pursuant to this License and applicable law in excess of five percent (5%) of its Gross Annual Revenues; provided, however, that said five percent (5%) shall include the PEG Access Annual Support (Section 7.2) and any other amounts included in the term "franchise fee" pursuant to Section 622(g)(1) of the Cable Act, but shall not include the following: (i) PEG Access Capital Support (Section 7.3); (ii) interest due herein to the Town because of late payments (iii) the construction of the origination locations in Section 7.6; (iv) any liquidated damages (Section 12.2) and (v) any other exclusion to the term "franchise fee" pursuant to Section 622(g)(2) of the Cable Act.	659
689			660
690	(d) All payments by the Licensee to the Town pursuant to this Section shall be made payable to the Town and deposited with the Town Treasurer unless otherwise agreed by the parties.	(d) All payments by the Licensee to the Town pursuant to this Section shall be made payable to the Town and deposited with the Town Treasurer unless otherwise agreed by the parties.	661
691			662
692			663
693	Section 8.2---OTHER PAYMENT OBLIGATIONS AND EXCLUSIONS	Section 8.2---OTHER PAYMENT OBLIGATIONS AND EXCLUSIONS	664
694			665
695	(a) The License Fee payments shall be in addition to and shall not constitute an offset or credit against any and all taxes or other fees or charges of general applicability which Licensee or any Affiliated Person shall be required to pay to the Town, or to any State or federal agency or authority, as required herein or by law; the payment of said taxes, fees or charges shall not constitute a credit or offset against the License Fee payments all of which shall be separate and distinct obligations of the Licensee and each Affiliated Person. The Licensee herein agrees that no such taxes, fees or charges shall be used as offsets or credits against the License Fee payments.	(a) The License Fee payments shall be in addition to and shall not constitute an offset or credit against any and all taxes or other fees or charges of general applicability which Licensee or any Affiliated Person shall be required to pay to the Town, or to any State or federal agency or authority, as required herein or by law; the payment of said taxes, fees or charges shall not constitute a credit or offset against the License Fee payments all of which shall be separate and distinct obligations of the Licensee and each Affiliated Person. The Licensee herein agrees that no such taxes, fees or charges shall be used as offsets or credits against the License Fee payments.	666
696			667
697	(b) In accordance with Section 622(h) of the Cable Act, nothing in the Cable Act or this Renewal	(b) In accordance with Section 622(h) of the Cable Act, nothing in the Cable Act or this Renewal License shall be construed to limit any authority of the Issuing Authority to impose a tax, fee or other assessment of any kind on any Person (other than the Licensee) with respect to Cable Service provided by such Person over the Cable System for which charges are assessed to Subscribers but not received by the Licensee. For any twelve (12) month period, the fees paid by such Person with respect to any such Cable Service or any other communications Service shall not exceed five percent (5%) of such Person's gross revenues derived in such period from the provision of such service over the System.	668
698	License shall be construed to limit any authority of the Issuing Authority to impose a tax, fee or other assessment of any kind on any Person (other than the Licensee) with respect to Cable Service provided by such Person over the Cable System for which charges are assessed to Subscribers but not received by the Licensee. For any twelve (12) month period, the fees paid by such Person with respect to any such Cable Service or any other communications Service shall not exceed five percent (5%) of such Person's gross revenues derived in such period from the provision of such service over the System.
699			669
700	(c) The term �License Fee� shall have the meaning defined in Sections 622(g)(1) and (2)(A-E) of the Cable Act.	(c) The term "License Fee" shall have the meaning defined in Sections 622(g)(1) and (2)(A-E) of the Cable Act.	670
701			671
702			672
703	Section 8.3---LATE PAYMENT	Section 8.3---LATE PAYMENT	673
704			674
705	In the event that the License Fees herein required are not tendered on or before the dates fixed in Section 8.1 above, interest due on such fee shall accrue from the date due at the rate of two percent (2%) above the annual Prime Rate. Any payments to the Town pursuant to this Section 8.3 shall not be deemed to be part of the License Fees to be paid to the Town pursuant to Section 8.1 hereof and shall be within the exclusion to the term "License fee" for requirements incidental to enforcing the Renewal License pursuant to Section 622(g)(2)(D) of the Cable Act.	In the event that the License Fees herein required are not tendered on or before the dates fixed in Section 8.1 above, interest due on such fee shall accrue from the date due at the rate of two percent (2%) above the annual Prime Rate. Any payments to the Town pursuant to this Section 8.3 shall not be deemed to be part of the License Fees to be paid to the Town pursuant to Section 8.1 hereof and shall be within the exclusion to the term "License fee" for requirements incidental to enforcing the License pursuant to Section 622(g)(2)(D) of the Cable Act.	675
706			676
707			677
708	Section 8.4---RECOMPUTATION	Section 8.4---RECOMPUTATION	678
709			679
710	(a) In the event that the Issuing Authority receives a License Fee pursuant to Section 8.1 above, tender or acceptance of any payment shall not be construed as an accord that the amount paid is correct, nor shall such acceptance of payment be construed as a release of any claim that the Town may have for additional sums including interest payable under this Section 8.4. All amounts paid shall be subject to audit and recomputation by the Issuing Authority, which shall be based on the Licensee's fiscal year and shall occur in no event later than one (1) year after the License Fees are tendered with respect to such fiscal year.	(a) In the event that the Issuing Authority receives a License Fee pursuant to Section 8.1 above, tender or acceptance of any payment shall not be construed as an accord that the amount paid is correct, nor shall such acceptance of payment be construed as a release of any claim that the Town may have for additional sums including interest payable under this Section 8.4. All amounts paid shall be subject to audit and recomputation by the Issuing Authority, which shall be based on the Licensee's fiscal year and shall occur in no event later than one (1) year after the License Fees are tendered with respect to such fiscal year.	680
711			681
712	(b) If the Issuing Authority has reason to believe that any such payment(s) are incorrect and the Issuing Authority provides the Licensee with written notice of, and the facts regarding, such belief, the Licensee shall have twenty-one (21) days to provide the Town with additional information documenting and verifying the accuracy of any such payment(s). If, after such recomputation, the Licensee has overpaid, such overpayment shall be credited against the next License Fee payment to the Town, without interest charges of any kind. If, after such audit and recomputation, an additional fee is owed to the Town, such fee shall be paid within thirty (30) days after such audit and recomputation.	(b) If the Issuing Authority has reason to believe that any such payment(s) are incorrect and the Issuing Authority provides the Licensee with written notice of, and the facts regarding, such belief, the Licensee shall have twenty-one (21) days to provide the Town with additional information documenting and verifying the accuracy of any such payment(s). If, after such recomputation, the Licensee has overpaid, such overpayment shall be credited against the next License Fee payment to the Town, without interest charges of any kind. If, after such audit and recomputation, an additional fee is owed to the Town, such fee shall be paid within thirty (30) days after such audit and recomputation.	682
713			683
714			684
715	Section 8.5---AFFILIATES USE OF SYSTEM	Section 8.5---AFFILIATES USE OF SYSTEM	685
716			686
717	Use of the Cable System by Affiliates shall be in compliance with applicable state and federal law and regulations. The Licensee shall not permit the use or operation of the Cable System by Affiliates on terms, which result in a diversion of revenues from operation of the Cable System to the detriment of the Town under this Renewal License.	Use of the Cable System by Affiliates shall be in compliance with applicable state and federal law and regulations. The Licensee shall not permit the use or operation of the Cable System by its Affiliates on terms, which result in a diversion of revenues from operation of the Cable System to the detriment of the Town under this License.	687
718			688
719			689
720	Section 8.6---METHOD OF PAYMENT	Section 8.6---METHOD OF PAYMENT	690
721			691
722	All License Fee payments by the Licensee to the Town pursuant to this Renewal License shall be made payable to the Town and deposited with the Town Treasurer.	All License Fee payments by the Licensee to the Town pursuant to this License shall be made payable to the Town and deposited with the Town Treasurer.	692
723			693
724			694
725	ARTICLE 9	ARTICLE 9	695
726			696
727	RATES AND CHARGES	RATES AND CHARGES	697
728			698
729			699
730	Section 9.1---RATE REGULATION	Section 9.1---RATE REGULATION	700
731			701
732	The Town reserves the right to regulate the Licensee's rates and charges to the extent allowable under State and federal laws.	The Town reserves the right to regulate the Licensee's rates and charges to the extent allowable under State and federal laws.	702
733			703
734			704
735	Section 9.2---NOTIFICATION OF RATES AND CHARGES	Section 9.2---NOTIFICATION OF RATES AND CHARGES	705
736			706
737	(a) In accordance with applicable laws and regulations, the Licensee shall file with the Issuing Authority schedules which shall describe all Cable Services offered by the Licensee, all rates and charges of any kind, and all terms or conditions relating thereto.	(a) In accordance with applicable laws and regulations, the Licensee shall file with the Issuing Authority schedules which shall describe all Cable Services offered by the Licensee, all rates and charges of any kind, and all terms or conditions relating thereto.	707
738			708
739	(b) At the time of initial solicitation or installation of Cable Service, the Licensee shall also provide each Subscriber with a detailed explanation of downgrade and upgrade policies and the manner in which Subscribers may terminate cable service. Change of service policies shall be in compliance with 207 CMR 10.00 et seq.	(b) At the time of initial solicitation or installation of Cable Service, the Licensee shall also provide each Subscriber with a detailed explanation of downgrade and upgrade policies and the manner in which Subscribers may terminate cable service. Change of service policies shall be in compliance with 207 CMR 10.00 et seq.	709
740			710
741	(c) At least once a year during the term of this Renewal License, the Licensee shall distribute a written rate brochure to all Bolton Subscribers, which brochure shall contain the lowest cost of Cable Service, clearly listed and displayed. Change of service policies shall be in compliance with 207 CMR 10.00 et seq.	(c) At least once a year during the term of this License, the Licensee shall distribute a written rate brochure to all Bolton Subscribers, which brochure shall fully show the lowest cost of Cable Service, clearly listed and displayed, and disclose all service offerings, levels of service, and rates available. Change of service policies shall be in compliance with 207 CMR 10.00 et seq.	711
742			712
743			713
744	Section 9.3---PUBLICATION AND NON-DISCRIMINATION	Section 9.3---PUBLICATION AND NON-DISCRIMINATION	714
745			715
746	All rates for Subscriber services shall be published and non-discriminatory. A written schedule of all rates shall be available upon request during business hours at the Licensee's business office. Nothing in this Renewal License shall be construed to prohibit the reduction or waiver of charges in conjunction with promotional campaigns for the purpose of attracting or maintaining subscribers.	All rates for Subscriber services shall be published. A written schedule of all rates shall be available upon request during business hours at the Licensee's business office. Nothing in this License shall be construed to prohibit the reduction or waiver of charges in conjunction with promotional campaigns for the purpose of attracting or maintaining subscribers.	716
747
748			717
749	Section 9.4---CREDIT FOR SERVICE INTERRUPTION	Section 9.4---CREDIT FOR SERVICE INTERRUPTION	718
750			719
751	In the event that Service to any Subscriber is interrupted for twenty-four (24) or more consecutive hours, the Licensee shall, upon request, grant such Subscriber a pro rata credit or rebate in compliance with applicable law(s).	In the event that Service to any Subscriber is interrupted for twenty-four (24) or more consecutive hours, the Licensee shall, upon request, grant such Subscriber a pro rata credit or rebate in compliance with applicable law(s).	720
752			721
		Section 9.5---SENIOR CITIZEN RATE	722
			723
		A reduction of 10% in rates for all Subscriber services shall be provided to those subscribers who demonstrate to the satisfaction of the Licensee that said subscriber is over sixty-five years of age.	724
753			725
			726
754	ARTICLE 10	ARTICLE 10	727
755			728
756	INSURANCE AND BONDS	INSURANCE AND BONDS	729
757			730
758			731
759	Section 10.1---INSURANCE	Section 10.1---INSURANCE	732
760			733
761	(a) The Licensee shall carry insurance throughout the term of this Renewal License and any removal period, with the Town listed as an additional insured with an insurance company satisfactory to the Issuing Authority, indemnifying the Town and the Licensee from and against all claims for injury or damage to Persons or property, both real and personal, caused by the construction, installation, operation, maintenance and/or removal of the Cable Television System. The amount of such insurance against liability for damage to property shall be no less than One Million Dollars ($1,000,000.00) as to any one occurrence. The amount of such insurance for liability for injury or death to any Person shall be no less than One Million Dollars ($1,000,000.00). The amount of such insurance for excess liability shall be Five Million Dollars ($5,000,000.00) in umbrella form.	(a) The Licensee shall carry insurance throughout the term of this License and any removal period, with the Town listed as an additional insured with an insurance company satisfactory to the Issuing Authority, indemnifying the Town and the Licensee from and against all claims for injury or damage to Persons or property, both real and personal, caused by the construction, installation, operation, maintenance and/or removal of the system. The amount of such insurance against liability for damage to property shall be no less than One Million Dollars ($1,000,000.00) as to any one occurrence. The amount of such insurance for liability for injury or death to any Person shall be no less than One Million Dollars ($1,000,000.00). The amount of such insurance for excess liability shall be Five Million Dollars ($5,000,000.00) in umbrella form.	734
762			735
763	(b) The Licensee shall carry insurance against all claims arising out of the operation of motor vehicles and general tort or contract liability in the amount of One Million Dollars ($1,000,000.00).	(b) The Licensee shall carry insurance against all claims arising out of the operation of motor vehicles and general tort or contract liability in the amount of One Million Dollars ($1,000,000.00).	736
764			737
765	(c) All insurance coverage, including Workers' Compensation, shall be maintained throughout the entire term of this Renewal License. All expenses incurred for said insurance shall be at the sole cost and expense of the Licensee.	(c) All insurance coverage, including Workers' Compensation, shall be maintained throughout the entire term of this License. All expenses incurred for said insurance shall be at the sole cost and expense of the Licensee.	738
766			739
767	(d) The following conditions shall apply to the insurance policies required herein:	(d) The following conditions shall apply to the insurance policies required herein:	740
768			741
769	(i) Such insurance shall commence no later than the Execution Date of this Renewal License.	(i) Such insurance shall commence no later than the Execution Date of this License.	742
770			743
771	(ii) Such insurance shall be primary with respect to any insurance maintained by the Town and shall not call on the Town's insurance for contributions.	(ii) Such insurance shall be primary with respect to any insurance maintained by the Town and shall not call on the Town's insurance for contributions.	744
772			745
773	(iii) Such insurance shall be obtained from brokers or carriers authorized to transact insurance business in the State.	(iii) Such insurance shall be obtained from brokers or carriers authorized to transact insurance business in the State.	746
774			747
775	(e) This Renewal License may, after hearing, be revoked for the Licensee's failure to obtain or maintain the required insurance under this Renewal License.	(e) This License may, after hearing, be revoked for the Licensee's failure to obtain or maintain the required insurance under this License.	748
776			749
777			750
778	Section 10.2---PERFORMANCE BOND	Section 10.2---PERFORMANCE BOND	751
779			752
780	(a) The Licensee shall maintain, without charge to the Town, throughout the term of the Renewal	(a) The Licensee shall maintain, without charge to the Town, throughout the term of the Renewal License a faithful performance bond running to the Town, with good and sufficient surety Licensed to do business in the State in the sum of Fifty Thousand Dollars ($50,000.00). Said bond shall be conditioned upon the faithful performance and discharge of all of the obligations imposed by this License.	753
781	License a faithful performance bond running to the Town, with good and sufficient surety Licensed to do business in the State in the sum of Fifty Thousand Dollars ($50,000.00). Said bond shall be conditioned upon the faithful performance and discharge of all of the obligations imposed by this Renewal License.
782			754
783	(b) The performance bond shall be effective throughout the term of this Renewal License, including the time for removal of all of the facilities provided for herein, and shall be conditioned that in the event that the Licensee shall fail to comply with any one or more provisions of this Renewal License, or to comply with any order, permit or direction of any department, agency, commission, board, division or office of the Town having jurisdiction over its acts, the Town shall recover from the surety of such bond all damages suffered by the Town as a result thereof, pursuant to Sections 12.1 and 12.2 infra.	(b) The performance bond shall be effective throughout the term of this License, including the time for removal of all of the facilities provided for herein, and shall be conditioned that in the event that the Licensee shall fail to comply with any one or more provisions of this License, or to comply with any order, permit or direction of any department, agency, commission, board, division or office of the Town having jurisdiction over its acts, the Town shall recover from the surety of such bond all damages suffered by the Town as a result thereof, pursuant to Sections 12.1 and 12.2 infra.	755
784			756
785	(c) Said bond shall be a continuing obligation of this Renewal License, and thereafter until the Licensee has satisfied all of its obligations to the Town that may have arisen from the grant of the Renewal License or from the exercise of any privilege herein granted. In the event that the Town recovers from said surety, the Licensee shall take immediate steps to reinstate the performance bond to the $50,000.00 required coverage herein. Neither this section, any bond accepted pursuant thereto, or any damages recovered thereunder shall limit the liability of the Licensee under the Renewal License.	(c) Said bond shall be a continuing obligation of this License, and thereafter until the Licensee has satisfied all of its obligations to the Town that may have arisen from the grant of the License or from the exercise of any privilege herein granted. In the event that the Town recovers from said surety, the Licensee shall take immediate steps to reinstate the performance bond to the $50,000.00 required coverage herein. Neither this section, any bond accepted pursuant thereto, or any damages recovered thereunder shall limit the liability of the Licensee under the License.	757
786			758
787			759
788	Section 10.3---REPORTING	Section 10.3---REPORTING	760
789			761
790	Within forty-five (45) days of the Execution Date of this Renewal License, the Licensee shall submit to the Issuing Authority, or its designee, copies of all current certificates regarding (i) all insurance policies and (ii) the performance bond required herein. In the event that any coverage required herein changes or is otherwise revised by the Licensee and/or its agents, the Licensee shall submit updated copies of all current certificates regarding (i) all insurance policies and (ii) the performance bond required herein to the Issuing Authority.	Within forty-five (45) days of the Execution Date of this License, the Licensee shall submit to the Issuing Authority, or its designee, copies of all current certificates regarding (i) all insurance policies and (ii) the performance bond required herein. In the event that any coverage required herein changes or is otherwise revised by the Licensee and/or its agents, the Licensee shall submit updated copies of all current certificates regarding (i) all insurance policies and (ii) the performance bond required herein to the Issuing Authority.	762
791			763
792			764
793	Section 10.4---INDEMNIFICATION	Section 10.4---INDEMNIFICATION	765
794			766
795	The Licensee shall, at its sole cost and expense, indemnify and hold harmless the Issuing Authority, the Town, its officials, boards, commissions, committees, agents and/or employees against all claims for damage due to the actions of the Licensee, its employees, officers or agents arising out of the construction, installation, maintenance, operation and/or removal of the Cable Television System under the Renewal License, including without limitation, damage to Persons or property, both real and personal, caused by the construction, installation, operation, maintenance and/or removal of any structure, equipment, wire or cable installed. Indemnified expenses shall include, without limitation, all reasonable attorneys' fees and costs, provided that the Issuing Authority shall give the Licensee written notice of its obligation to indemnify and defend the Issuing Authority within ten (10) business days of receipt of a claim or action pursuant to this section. In consideration of the Licensee's obligation to indemnify the Town as aforesaid, the Town agrees that it will, on request, surrender to the Licensee, the defense of any claim for damages which the Town claims a right to indemnification hereunder. The Licensee shall then have the right to defend such claim and may employ attorneys of its own selection, at its sole cost and expense, to investigate, negotiate, settle or litigate any such claim or suit. The Town agrees to cooperate fully in any such process.	The Licensee shall, at its sole cost and expense, indemnify and hold harmless the Issuing Authority, the Town, its officials, boards, commissions, committees, agents and/or employees against all claims for damage due to the actions of the Licensee, its employees, officers or agents arising out of the construction, installation, maintenance, operation and/or removal of the system under the License, including without limitation, damage to Persons or property, both real and personal, caused by the construction, installation, operation, maintenance and/or removal of any structure, equipment, wire or cable installed. Indemnified expenses shall include, without limitation, all reasonable attorneys' fees and costs, provided that the Issuing Authority shall give the Licensee written notice of its obligation to indemnify and defend the Issuing Authority within ten (10) business days of receipt of a claim or action pursuant to this section. In consideration of the Licensee's obligation to indemnify the Town as aforesaid, the Town agrees that it will, on request, surrender to the Licensee, the defense of any claim for damages which the Town claims a right to indemnification hereunder. The Licensee shall then have the right to defend such claim and may employ attorneys of its own selection, at its sole cost and expense, to investigate, negotiate, settle or litigate any such claim or suit. The Town agrees to cooperate fully in any such process.	767
796			768
797			769
798			770
799	Section 10.5---NOTICE OF CANCELLATION OR REDUCTION OF COVERAGE	Section 10.5---NOTICE OF CANCELLATION OR REDUCTION OF COVERAGE	771
800			772
801	The insurance policies and the performance bond required herein shall each contain an explicit endorsement stating that such insurance policies and performance bond are intended to cover the liability assumed by the Licensee under the terms of the Renewal License and shall contain the following endorsement:	The insurance policies and the performance bond required herein shall each contain an explicit endorsement stating that such insurance policies and performance bond are intended to cover the liability assumed by the Licensee under the terms of the License and shall contain the following endorsement:	773
802			774
803	It is hereby understood and agreed that this policy (or performance bond) shall not be cancelled, materially changed or the amount of coverage thereof reduced until thirty (30) days after receipt by the Issuing Authority by certified mail of one (1) copy of a written notice of such intent to cancel, materially change or reduce the coverage required herein.	It is hereby understood and agreed that this policy (or performance bond) shall not be cancelled, materially changed or the amount of coverage thereof reduced until thirty (30) days after receipt by the Issuing Authority by certified mail of one (1) copy of a written notice of such intent to cancel, materially change or reduce the coverage required herein.	775
804			776
805			777
806			778
807
808	ARTICLE 11	ARTICLE 11	779
809			780
810	ADMINISTRATION AND REGULATION	ADMINISTRATION AND REGULATION	781
811			782
812			783
813	Section 11.1---REGULATORY AUTHORITY	Section 11.1---REGULATORY AUTHORITY	784
814			785
815	The Issuing Authority and/or its designee(s) shall be responsible for the day to day regulation of the Cable Television System. The Issuing Authority and/or its designee(s) shall monitor and enforce the Licensee's compliance with the terms and conditions of this Renewal License. The Issuing Authority shall notify the Licensee in writing of any instance of non-compliance pursuant to Section 12.1 infra.	The Issuing Authority and/or its designee(s) shall be responsible for the day to day regulation of the system. The Issuing Authority and/or its designee(s) shall monitor and enforce the Licensee's compliance with the terms and conditions of this License. The Issuing Authority shall notify the Licensee in writing of any instance of non-compliance pursuant to Section 12.1 infra.	786
816			787
817			788
818	Section 11.2---PERFORMANCE EVALUATION HEARINGS	Section 11.2---PERFORMANCE EVALUATION HEARINGS	789
819			790
820	(a) Not more than once in every twelve (12) month period, the Issuing Authority may hold a performance evaluation hearing every year of this Renewal License. All such evaluation hearings shall be open to the public. The purpose of said evaluation hearing shall be to, among other things, (i) review the Licensee's compliance to the terms and conditions of this Renewal License, with emphasis on PEG Access Channels, facilities and support; customer service and Complaint response; and Programming; and (ii) hear comments, suggestions and/or Complaints from the public. The Issuing Authority shall provide the Licensee with sixty (60) days advance, written notice regarding the hearing date and compliance matters.	(a) Not more than once in every twelve (12) month period, the Issuing Authority may hold a performance evaluation hearing every year of this License. All such evaluation hearings shall be open to the public. The purpose of said evaluation hearing shall be to, among other things, (i) review the Licensee's compliance to the terms and conditions of this License, with emphasis on PEG Access Channels, facilities and support; customer service and Complaint response; and Programming; and (ii) hear comments, suggestions and/or Complaints from the public. The Issuing Authority shall provide the Licensee with sixty (60) days advance, written notice regarding the hearing date and compliance matters.	791
821			792
822	(b) The Issuing Authority shall have the right to question the Licensee on any aspect of this Renewal License including, but not limited to, the operation, maintenance and/or removal of the Cable Television System. During review and evaluation by the Issuing Authority, the Licensee shall fully cooperate with the Issuing Authority and/or its designee(s), and produce such documents or other materials as are reasonably requested from the Town. Any Subscriber or other Person may submit comments during such review hearing, either orally or in writing, and such comments shall be duly considered by the Issuing Authority.	(b) The Issuing Authority shall have the right to question the Licensee on any aspect of this License including, but not limited to, the operation, maintenance and/or removal of the system. During review and evaluation by the Issuing Authority, the Licensee shall fully cooperate with the Issuing Authority and/or its designee(s), and produce such documents or other materials as are reasonably requested from the Town. Any Subscriber or other Person may submit comments during such review hearing, either orally or in writing, and such comments shall be duly considered by the Issuing Authority.	793
823			794
824	(c) Within sixty (60) days after the conclusion of such review hearing(s), the Issuing Authority	(c) Within sixty (60) days after the conclusion of such review hearing(s), the Issuing Authority shall issue a written report with respect to License compliance and any other License matters, and send one (1) copy to the Licensee and file one (1) copy with the Town Clerk's Office. If inadequacies are found which result in a violation of any of the provisions of this License, the Licensee shall respond and propose a plan for implementing any changes or improvements necessary, pursuant to Section 12.1 infra.	795
825	shall issue a written report with respect to Renewal License compliance and any other Renewal License matters, and send one (1) copy to the Licensee and file one (1) copy with the Town Clerk's Office. If inadequacies are found which result in a violation of any of the provisions of this Renewal License, the Licensee shall respond and propose a plan for implementing any changes or improvements necessary, pursuant to Section 12.1 infra.
826			796
827			797
828	Section 11.3---NONDISCRIMINATION	Section 11.3---NONDISCRIMINATION	798
829			799
830	The Licensee shall not discriminate against any Person in its solicitation or Service on the basis of race, color, creed, religion, ancestry, national origin, geographical location within the Town, sex, affectional preference, disability, age, marital status, or status with regard to public assistance. The Licensee shall be subject to all other requirements of federal and State laws or regulations, relating to nondiscrimination for the term of this Renewal License.	The Licensee shall not discriminate against any Person in its solicitation or Service on the basis of race, color, creed, religion, ancestry, national origin, geographical location within the Town, sex, affectional preference, disability, age, marital status, or status with regard to public assistance. The Licensee shall be subject to all other requirements of federal and State laws or regulations, relating to nondiscrimination for the term of this License.	800
831			801
832			802
833	Section 11.4---EMERGENCY REMOVAL OF PLANT	Section 11.4---EMERGENCY REMOVAL OF PLANT	803
834			804
835	If, at any time, in case of fire or disaster in the Town, it shall become necessary in the reasonable judgment of the Issuing Authority or any designee(s), to cut or move any of the wires, cables, amplifiers, appliances or appurtenances of the Cable Television System, the Town shall have the right to do so without cost to the Town.	If, at any time, in case of fire or disaster in the Town, it shall become necessary in the reasonable judgment of the Issuing Authority or any designee(s), to cut or move any of the wires, cables, amplifiers, appliances or appurtenances of the system, the Town shall have the right to do so without cost to the Town.	805
836			806
837			807
838	Section 11.5---REMOVAL AND RELOCATION	Section 11.5---REMOVAL AND RELOCATION	808
839			809
840	The Issuing Authority shall have the power at any time to order and require the Licensee to remove or relocate any pole, wire, cable or other structure owned by the Licensee that is dangerous to life or property. In the event that the Licensee, after notice, fails or refuses to act within a reasonable time, the Issuing Authority shall have the power to remove or relocate the same at the sole cost and expense of the Licensee. In such event, the Licensee shall reimburse the Issuing Authority the cost and expense of such removal within thirty (30) days of submission of a bill thereof.	The Issuing Authority shall have the power at any time to order and require the Licensee to remove or relocate any pole, wire, cable or other structure owned by the Licensee that is dangerous to life or property. In the event that the Licensee, after notice, fails or refuses to act within a reasonable time, the Issuing Authority shall have the power to remove or relocate the same at the sole cost and expense of the Licensee. In such event, the Licensee shall reimburse the Issuing Authority the cost and expense of such removal within thirty (30) days of submission of a bill thereof.	810
841			811
842			812
843	Section 11.6---INSPECTION	Section 11.6---INSPECTION	813
844			814
845	The Issuing Authority or its designee(s) shall have the right to inspect the plant, equipment or other property of the Licensee in the Town at reasonable times and under reasonable circumstances. The Licensee shall fully cooperate in such inspections; provided, however, that such inspections are reasonable and do not interfere with the operation or the performance of the facilities of the Cable System, and that such inspections are conducted after reasonable notice to the Licensee. The Licensee shall be entitled to have a representative present during such inspections.	The Issuing Authority or its designee(s) shall have the right to inspect the plant, equipment or other property of the Licensee in the Town at reasonable times and under reasonable circumstances. The Licensee shall fully cooperate in such inspections; provided, however, that such inspections are reasonable and do not interfere with the operation or the performance of the facilities of the Cable System, and that such inspections are conducted after reasonable notice to the Licensee. The Licensee shall be entitled to have a representative present during such inspections.	815
846			816
847			817
848	Section 11.7---JURISDICTION	Section 11.7---JURISDICTION	818
849			819
850	Jurisdiction and venue over any dispute, action or suit arising directly from this Renewal License shall be in any court of appropriate venue and subject matter jurisdiction located in the State of Massachusetts and the parties by this instrument subject themselves to the personal jurisdiction of said court for the entry of any such judgment and for the resolution of any dispute, action, or suit.	Jurisdiction and venue over any dispute, action or suit arising directly from this License shall be in any court of appropriate venue and subject matter jurisdiction located in the State of Massachusetts and the parties by this instrument subject themselves to the personal jurisdiction of said court for the entry of any such judgment and for the resolution of any dispute, action, or suit.	820
851			821
852			822
853			823
854	ARTICLE 12	ARTICLE 12	824
855			825
856	DETERMINATION OF BREACH-LIQUIDATED DAMAGES-LICENSE REVOCATION	DETERMINATION OF BREACH-LIQUIDATED DAMAGES-LICENSE REVOCATION	826
857			827
858			828
859	Section 12.1---DETERMINATION OF BREACH	Section 12.1---DETERMINATION OF BREACH	829
860			830
861	In the event that the Issuing Authority has reason to believe that the Licensee has defaulted in the performance of any or several provisions of this Renewal License, except as excused by Force Majeure, the Issuing Authority shall notify the Licensee in writing, by certified mail, of the provision or provisions which the Issuing Authority believes may have been in default and the details relating thereto. The Licensee shall have thirty (30) days from the receipt of such notice to:	In the event that the Issuing Authority has reason to believe that the Licensee has defaulted in the performance of any or several provisions of this License, except as excused by Force Majeure, the Issuing Authority shall notify the Licensee in writing, by certified mail, of the provision or provisions which the Issuing Authority believes may have been in default and the details relating thereto. The Licensee shall have thirty (30) days from the receipt of such notice to:	831
862			832
863	(a) Respond to the Issuing Authority in writing, contesting the Issuing Authority's assertion of default and providing such information or documentation as may be necessary to support the Licensee's position; or	(a) Respond to the Issuing Authority in writing, contesting the Issuing Authority's assertion of default and providing such information or documentation as may be necessary to support the Licensee's position; or	833
864			834
865	(b) Cure any such default (and provide written evidence of the same), or, in the event that by nature of the default, such default cannot be cured within such thirty (30) day period, to take reasonable steps to cure said default and diligently continue such efforts until said default is cured. The Licensee shall report to the Issuing Authority, in writing, by certified mail, at twenty-one (21) day intervals as to the Licensee's efforts, indicating the steps taken by the Licensee to cure said default and reporting the Licensee's progress until such default is cured.	(b) Cure any such default (and provide written evidence of the same), or, in the event that by nature of the default, such default cannot be cured within such thirty (30) day period, to take reasonable steps to cure said default and diligently continue such efforts until said default is cured. The Licensee shall report to the Issuing Authority, in writing, by certified mail, at twenty-one (21) day intervals as to the Licensee's efforts, indicating the steps taken by the Licensee to cure said default and reporting the Licensee's progress until such default is cured.	835
866			836
867	(c) In the event that (i) the Licensee fails to respond to such notice of default; and/or (ii) the Licensee fails to cure the default or to take reasonable steps to cure the default within the initial required thirty (30) day period; and/or (iii) the Issuing Authority is not satisfied with (1) the Licensee's response pursuant to Section 12.1(a) above and/or (2) the Licensee's efforts to cure pursuant to Section 12.1(b) above, the Issuing Authority or its designee shall promptly schedule a hearing no sooner than fourteen (14) days after written notice, by certified mail, to the Licensee. The Licensee shall be provided reasonable opportunity to offer evidence, question witnesses, if any, and be heard at such public hearing.	(c) In the event that (i) the Licensee fails to respond to such notice of default; and/or (ii) the Licensee fails to cure the default or to take reasonable steps to cure the default within the initial required thirty (30) day period; and/or (iii) the Issuing Authority is not satisfied with (1) the Licensee's response pursuant to Section 12.1(a) above and/or (2) the Licensee's efforts to cure pursuant to Section 12.1(b) above, the Issuing Authority or its designee shall promptly schedule a hearing no sooner than fourteen (14) days after written notice, by certified mail, to the Licensee. The Licensee shall be provided reasonable opportunity to offer evidence, question witnesses, if any, and be heard at such public hearing.	837
868			838
869	(d) Within thirty (30) days after said hearing, the Issuing Authority shall issue a written determination of its findings. In the event that the Issuing Authority determines that the Licensee is in such default, the Issuing Authority may determine to pursue any of the following remedies:	(d) Within thirty (30) days after said hearing, the Issuing Authority shall issue a written determination of its findings. In the event that the Issuing Authority determines that the Licensee is in such default, the Issuing Authority may determine to pursue any of the following remedies:	839
870			840
871	(i) assess liquidated damages in accordance with the schedule set forth in Section 12.2 below;	(i) assess liquidated damages in accordance with the schedule set forth in Section 12.2 below;	841
872			842
873	(ii) seek specific performance of any provision in this Renewal License, which reasonably lends itself to such remedy as an alternative to damages;	(ii) seek specific performance of any provision in this License, which reasonably lends itself to such remedy as an alternative to damages;	843
874			844
875	(iii) commence an action at law for monetary damages;	(iii) commence an action at law for monetary damages;	845
876			846
877	(iv) foreclose on all or any appropriate part of the security provided pursuant to Section 10.2 and/or Section 10.3 herein;	(iv) foreclose on all or any appropriate part of the security provided pursuant to Section 10.2 and/or Section 10.3 herein;	847
878			848
879	(v) declare the Renewal License to be revoked subject to Section 12.3 below and applicable law;	(v) declare the License to be revoked subject to Section 12.3 below and applicable law;	849
880			850
881	(vi) invoke any other lawful remedy available to the Town.	(vi) invoke any other lawful remedy available to the Town.	851
882			852
883			853
884	Section 12.2---LIQUIDATED DAMAGES	Section 12.2---LIQUIDATED DAMAGES	854
885			855
886	(a) For the violation of any of the following provisions of this Renewal License, liquidated damages shall be paid by the Licensee to the Issuing Authority, subject to Section 12.1 above. Any such liquidated damages shall be assessed as of the date that the Licensee received written notice, by certified mail, of the provision or provisions which the Issuing Authority believes are in default, provided that the Issuing Authority made a determination of default pursuant to Section 12.1(d) above.	(a) For the violation of any of the following provisions of this License, liquidated damages shall be paid by the Licensee to the Issuing Authority, subject to Section 12.1 above. Any such liquidated damages shall be assessed as of the date that the Licensee received written notice, by certified mail, of the provision or provisions which the Issuing Authority believes are in default, provided that the Issuing Authority made a determination of default pursuant to Section 12.1(d) above.	856
887			857
888	(1) For failure to fully activate, operate and maintain the Subscriber Network in accordance with Section 4.1 herein, Four Hundred Dollars ($400.00) per day, for each day that any such non-compliance continues.	(1) For failure to fully activate, operate and maintain the Subscriber Network in accordance with Section 4.1 herein, Four Hundred Dollars ($400.00) per day, for each day that any such non-compliance continues.	858
889			859
890	(2) For failure to obtain the advance, written approval of the Issuing Authority for any transfer of this Renewal License in accordance with Article 3 herein, Four Hundred Dollars ($400.00) per day, for each day that any such non-compliance continues.	(2) For failure to obtain the advance, written approval of the Issuing Authority for any transfer of this License in accordance with Article 3 herein, Four Hundred Dollars ($400.00) per day, for each day that any such non-compliance continues.	860
891			861
892	(3) For failure to comply with the PEG Access Channel and remote origination location requirements in Article 7 herein, One Hundred Dollars ($100.00) per day that any such non-compliance continues.	(3) For failure to comply with the PEG Access Channel and remote origination location requirements in Article 7 herein, One Hundred Dollars ($100.00) per day that any such non-compliance continues.	862
893			863
894	(4) For failure to comply with the FCC's Customer Service Obligations in accordance with Section 13.4 infra, and Exhibit 4 attached hereto, One Hundred Fifty Dollars ($150.00) per day that any such non-compliance continues.	(4) For failure to comply with the FCC's Customer Service Obligations in accordance with Section 13.4 infra, and Exhibit 3 attached hereto, One Hundred Fifty Dollars ($150.00) per day that any such non-compliance continues.	864
895			865
896	(b) Such liquidated damages shall not be a limitation upon, any other provisions of this Renewal License and applicable law, including revocation, or any other statutorily or judicially imposed penalties or remedies; provided, however, that in the event that the Issuing Authority collects liquidated damages for a specific breach for a specific period of time, pursuant to Section 12.1 above, the collection of such liquidated damages shall be deemed to be the exclusive remedy for said specific breach for such specific period of time only.	(b) Such liquidated damages shall not be a limitation upon, any other provisions of this License and applicable law, including revocation, or any other statutorily or judicially imposed penalties or remedies; provided, however, that in the event that the Issuing Authority collects liquidated damages for a specific breach for a specific period of time, pursuant to Section 12.1 above, the collection of such liquidated damages shall be deemed to be the exclusive remedy for said specific breach for such specific period of time only.	866
897			867
898	(c) Each of the above-mentioned cases of non-compliance shall result in damage to the Town, its residents, businesses and institutions, compensation for which will be difficult to ascertain. The Licensee agrees that the liquidated damages in the amounts set forth above are fair and reasonable compensation for such damage. The Licensee agrees that said foregoing amounts are liquidated damages, not a penalty or forfeiture, and are within one or more exclusions to the term "License fee" provided by Section 622(g)(2)(A)-(D) of the Cable Act.	(c) Each of the above-mentioned cases of non-compliance shall result in damage to the Town, its residents, businesses and institutions, compensation for which will be difficult to ascertain. The Licensee agrees that the liquidated damages in the amounts set forth above are fair and reasonable compensation for such damage. The Licensee agrees that said foregoing amounts are liquidated damages, not a penalty or forfeiture, and are within one or more exclusions to the term "License fee" provided by Section 622(g)(2)(A)-(D) of the Cable Act.	868
899			869
900			870
901			871
902			872
903	Section 12.3---REVOCATION OF THE RENEWAL LICENSE	Section 12.3---REVOCATION OF THE LICENSE	873
904			874
905	To the extent permitted by applicable law, in the event that the Licensee fails to comply with any material provision of this Renewal License, the Issuing Authority may revoke the Renewal License granted herein, in accordance with the procedures in Section 12.1.	To the extent permitted by applicable law, in the event that the Licensee fails to comply with any material provision of this License, the Issuing Authority may revoke the License granted herein, in accordance with the procedures in Section 12.1.	875
906			876
907			877
908	Section 12.4---TERMINATION	Section 12.4---TERMINATION	878
909			879
910	The termination of this Renewal License and the Licensee's rights herein shall become effective upon the earliest to occur of: (i) the revocation of the Renewal License by action of the Issuing Authority, pursuant to Section 12.1 and 12.3 above; (ii) the abandonment of the Cable System, in whole or material part, by the Licensee without the express, prior approval of the Issuing Authority; and/or (iii) the expiration of the term of this Renewal License. In the event of any termination, the Town shall have all of the rights provided in this Renewal License.	The termination of this License and the Licensee's rights herein shall become effective upon the earliest to occur of: (i) the revocation of the License by action of the Issuing Authority, pursuant to Section 12.1 and 12.3 above; (ii) the abandonment of the Cable System, in whole or material part, by the Licensee without the express, prior approval of the Issuing Authority; and/or (iii) the expiration of the term of this License. In the event of any termination, the Town shall have all of the rights provided in this License.	880
911			881
912			882
913	Section 12.5---NO WAIVER/NON-EXCLUSIVITY OF REMEDY / CUMULATIVE REMEDIES	Section 12.5---NO WAIVER/NON-EXCLUSIVITY OF REMEDY / CUMULATIVE REMEDIES	883
914			884
915	(a) No failure on the part of the Issuing Authority, the Town or the Licensee to exercise, and no delay in exercising, any right or remedy in this Renewal License shall operate as a waiver thereof, nor shall any single or partial exercise of any such right or remedy preclude any other right or remedy, all subject to the conditions and limitations contained in this Renewal License.	(a) No failure on the part of the Issuing Authority, the Town or the Licensee to exercise, and no delay in exercising, any right or remedy in this License shall operate as a waiver thereof, nor shall any single or partial exercise of any such right or remedy preclude any other right or remedy, all subject to the conditions and limitations contained in this License.	885
916			886
917	(b) The rights and remedies provided herein are cumulative and not exclusive of any remedies provided by law, and nothing contained in this Renewal License shall impair any of the rights of the Issuing Authority, the Town or the Licensee under applicable law, subject in each case to the terms and conditions in this Renewal License.	(b) The rights and remedies provided herein are cumulative and not exclusive of any remedies provided by law, and nothing contained in this License shall impair any of the rights of the Issuing Authority, the Town or the Licensee under applicable law, subject in each case to the terms and conditions in this License.	887
918			888
919	(c) No waiver of, nor failure to exercise any right or remedy by the Issuing Authority, Town or the Licensee at any one time shall affect the exercise of such right or remedy or any other right or remedy by the Issuing Authority, the Town or the Licensee at any other time. In order for any waiver of the Issuing Authority, Town or the Licensee to be effective, it shall be in writing.	(c) No waiver of, nor failure to exercise any right or remedy by the Issuing Authority, Town or the Licensee at any one time shall affect the exercise of such right or remedy or any other right or remedy by the Issuing Authority, the Town or the Licensee at any other time. In order for any waiver of the Issuing Authority, Town or the Licensee to be effective, it shall be in writing.	889
920			890
921	(d) The failure of the Issuing Authority or the Town to take any action in the event of any breach by the Licensee shall not be deemed or construed to constitute a waiver of or otherwise affect the right of the Issuing Authority or the Town to take any action permitted by this Renewal License at any other time in the event that such breach has not been cured, or with respect to any other breach by the Licensee.	(d) The failure of the Issuing Authority or the Town to take any action in the event of any breach by the Licensee shall not be deemed or construed to constitute a waiver of or otherwise affect the right of the Issuing Authority or the Town to take any action permitted by this License at any other time in the event that such breach has not been cured, or with respect to any other breach by the Licensee.	891
922			892
923			893
924			894
925	ARTICLE 13	ARTICLE 13	895
926			896
927	SUBSCRIBER RIGHTS AND CONSUMER PROTECTION	SUBSCRIBER RIGHTS AND CONSUMER PROTECTION	897
928			898
929			899
930	Section 13.1---TELEPHONE ACCESS	Section 13.1---TELEPHONE ACCESS	900
931			901
932	(a) The Licensee shall maintain sufficient customer service representatives to handle all Subscriber calls, during Normal Business Hours.	(a) The Licensee shall maintain sufficient customer service representatives to handle all Subscriber calls, during Normal Business Hours.	902
933			903
934	(b) The Licensee's main customer service center shall have a publicly listed toll-free telephone number for its Bolton Subscribers.	(b) The Licensee's main customer service center shall have a publicly listed toll-free telephone number for its Bolton Subscribers.	904
935			905
936	(c) Pursuant to 47 C.F.R. �76.309(c)(1)(B), under Normal Operating Conditions, as defined, telephone answer time by a customer representative, including wait time, shall not exceed thirty (30) seconds when the connection is made. If the call needs to be transferred, transfer time shall not exceed thirty (30) seconds. These standards shall be met no less than ninety percent (90%) of the time under normal operating conditions, measured on a quarterly basis.	(c) Pursuant to 47 C.F.R. �76.309(c)(1)(B), under Normal Operating Conditions, as defined, telephone answer time by a customer representative, including wait time, shall not exceed thirty (30) seconds when the connection is made. If the call needs to be transferred, transfer time shall not exceed thirty (30) seconds. These standards shall be met no less than ninety percent (90%) of the time under normal operating conditions, measured on a quarterly basis.	906
937			907
938	(d) A Subscriber shall receive a busy signal less than three percent (3%) of the time that the Licensee's customer service office is open for business, measured on a quarterly basis, under normal operating conditions.	(d) A Subscriber shall receive a busy signal less than three percent (3%) of the time that the Licensee's customer service office is open for business, measured on a quarterly basis, under normal operating conditions.	908
939			909
940	(e) The Licensee shall not be required to acquire equipment or perform surveys to measure compliance with the telephone answering standards above unless an historical record of Complaints indicates a clear failure to comply.	(e) The Licensee shall not be required to acquire equipment or perform surveys to measure compliance with the telephone answering standards above unless an historical record of Complaints indicates a clear failure to comply.	910
941			911
942			912
943	Section 13.2---CUSTOMER SERVICE CALL CENTERS	Section 13.2---CUSTOMER SERVICE CALL CENTERS	913
944			914
945	(a) The Licensee shall maintain and operate its customer service call center twenty-four (24) hours a day, seven (7) days a week, including holidays. The Licensee reserves the right to modify its business operations with regard to such customer service call centers. The Licensee shall comply with all State and federal requirements pertaining to the hours of operation of such customer service call centers.	In the event that the Licensee does not operate its customer service call center access lines	915
946		twenty-four (24) hours a day, seven (7) days a week, the Licensee shall maintain a telephone answering service to handle Subscriber inquiries, complaints and emergencies, and provide proper referral regarding billing and other subscriber information. All such calls shall be logged by the Licensee. Said answering service shall (i) forward all inquiries and/or Complaints to the Licensee the morning of the next business day and (ii) inform each Subscriber calling that his or her Complaint will be referred to the Licensee's Customer Service Department for response. If requested, or reasonably warranted by the reported nature of the Subscriber's problem or inquiry, the Licensee shall promptly contact each individual Subscriber to follow-up on their individual problem and/or inquiry.	916
947	(b) In the event that the Licensee does not operate its customer service call center access lines
948	twenty-four (24) hours a day, seven (7) days a week, the Licensee shall maintain a telephone answering service to handle Subscriber inquiries, Complaints and emergencies, and provide proper referral regarding billing and other subscriber information. All such after-hours calls shall be logged by the Licensee. Said answering service shall (i) forward all inquiries and/or Complaints to the Licensee the morning of the next business day and (ii) inform each Subscriber calling that his or her Complaint will be referred to the Licensee's Customer Service Department for response. If requested, or reasonably warranted by the reported nature of the Subscriber's problem or inquiry, the Licensee shall promptly contact each individual Subscriber to follow-up on their individual problem and/or inquiry.
949			917
950			918
951	Section 13.3---INSTALLATION VISITS-SERVICE CALLS-RESPONSE TIME	Section 13.3---INSTALLATION VISITS-SERVICE CALLS-RESPONSE TIME	919
952			920
953	(a) The Licensee shall respond to all requests for aerial installation(s) within fifteen (15) days of such request, or at such other time as is mutually agreed-upon by the Licensee and said Subscriber. Underground installation shall be completed as expeditiously as practicable. If arranging appointments for installation, the Licensee shall specify in advance whether such will occur in the morning or afternoon, or a narrow interval, if possible, and the Licensee shall make reasonable efforts to install at times convenient to Subscribers (including times other than (9:00 a.m. to 5:00 p.m. weekdays).	(a) The Licensee shall respond to all requests for aerial installation(s) within fifteen (15) days of such request, or at such other time as is mutually agreed-upon by the Licensee and said Subscriber. Underground installation shall be completed as expeditiously as practicable. If arranging appointments for installation, the Licensee shall specify in advance whether such will occur in the morning or afternoon, or a narrow interval, if possible, and the Licensee shall make reasonable efforts to install at times convenient to Subscribers (including times other than (9:00 a.m. to 5:00 p.m. weekdays).	921
954			922
955	(b) The Licensee shall be responsible for picking-up and changing-out Converters at a Subscriber's request at no additional charge for one month from a change-out where such change-out is initiated by the Licensee's expansion of channel capacity. Subscribers may also bring Converters to the Licensee's Customer Service Office for drop-off or exchange themselves.	(b) The Licensee shall be responsible for picking-up and changing-out Converters at a Subscriber's request at no additional charge for one month from a change-out where such change-out is initiated by the Licensee's expansion of channel capacity. Subscribers may also bring Converters to the Licensee's Customer Service Office for drop-off or exchange themselves during Normal Business Hours as defined in this license.	923
956			924
957	(c) A Subscriber Complaint or request for service received after Normal Business Hours shall be responded to the next business day.	(c) A Subscriber Complaint or request for service received after Normal Business Hours shall be responded to the next business day.	925
958			926
959	(d) The Licensee shall ensure that there are stand-by technicians on-call at all times after Normal Business Hours. The answering service shall be required to notify the stand-by technician(s) of (i) any emergency situations, (ii) an outage as described in Section 13.3(e) below.	(d) The Licensee shall ensure that there are stand-by technicians on-call at all times after Normal Business Hours. The answering service shall be required to notify the stand-by technician(s) of (i) any emergency situations, (ii) an outage as described in Section 13.3(e) below.	927
960			928
961	(e) System outages shall be responded to immediately, twenty-four (24) hours a day by technical personnel. For purposes of this section, an outage shall be considered to occur when three (3) or more calls are received from any one neighborhood, concerning such an outage, or when the Licensee has reason to know of such an outage.	(e) System outages shall be responded to immediately, twenty-four (24) hours a day by technical personnel. For purposes of this section, an outage shall be considered to occur when three (3) or more calls are received from any one neighborhood, concerning such an outage, or when the Licensee has reason to know of such an outage.	929
962			930
963	(f) The Licensee shall remove all Subscriber Cable Drops, within fifteen (15) days of receiving a request from a Subscriber to do so.	(f) The Licensee shall remove all Subscriber Cable Drops, within fifteen (15) days of receiving a request from a Subscriber to do so.	931
964			932
965			933
966	Section 13.4---FCC CUSTOMER SERVICE OBLIGATIONS	Section 13.4---FCC CUSTOMER SERVICE OBLIGATIONS	934
967			935
968	The Licensee shall comply with the FCC's Customer Service Obligations, codified at 47 U.S.C. Section 76.309, as may be amended from time to time, which standards are attached hereto, and made a part hereof, as Exhibit 4.	The Licensee shall comply with the FCC's Customer Service Obligations, codified at 47 U.S.C. Section 76.309, as may be amended from time to time, which standards are attached hereto, and made a part hereof, as Exhibit 3.	936
969			937
970			938
971	Section 13.5---BUSINESS PRACTICE STANDARDS	Section 13.5---BUSINESS PRACTICE STANDARDS	939
972			940
973	The Licensee shall provide the Issuing Authority and all of its Subscribers with the following information in accordance with 207 CMR 10.00 et. seq.(Exhibit 5):	The Licensee shall provide the Issuing Authority and all of its Subscribers with the following information in accordance with 207 CMR 10.00 et. seq.(Exhibit 4):	941
974
975	(i) Notification of its Billing Practices;
976
977	(ii) Notification of Services, Rates and Charges;
978			942
979	(iii) Equipment Notification;	(i) Notification of its Billing Practices;	943
980			944
981	(iv) Form of Bill;	(ii) Notification of Services, Rates and Charges;	945
982			946
983	(v) Advance Billing, Issuance of Bills;	(iii) Equipment Notification;	947
984			948
985	(vi) Billing Due Dates, Delinquency, Late Charges and Termination of Service;	(iv) Form of Bill;	949
986	(vii) Charges for Disconnection or Downgrading of Service;
987			950
988	(viii) Billing Disputes; and	(v) Advance Billing, Issuance of Bills;	951
989			952
990	(ix) Security Deposits.	(vi) Billing Due Dates, Delinquency, Late Charges and Termination of Service;	953
		(vii) Charges for Disconnection or Downgrading of Service;	954
991			955
		(viii) Billing Disputes; and	956
992			957
		(ix) Security Deposits.	958
			959
			960
993	Section 13.6---COMPLAINT RESOLUTION PROCEDURES	Section 13.6---COMPLAINT RESOLUTION PROCEDURES	961
994			962
995	(a) The Licensee shall establish a procedure for resolution of Complaints by Subscribers.	(a) The Licensee shall establish a procedure for resolution of Complaints by Subscribers.	963
996			964
997	(b) Upon reasonable notice, the Licensee shall expeditiously investigate and resolve all Complaints regarding the quality of Service, equipment malfunctions and similar matters. In the event that a Subscriber is aggrieved, the Issuing Authority or its designee(s) shall be responsible for receiving and acting upon such Subscriber Complaints and/or inquiries, as follows:	(b) Upon reasonable notice, the Licensee shall expeditiously investigate and resolve all Complaints regarding the quality of Service, equipment malfunctions and similar matters. In the event that a Subscriber is aggrieved, the Issuing Authority or its designee(s) shall be responsible for receiving and acting upon such Subscriber Complaints and/or inquiries, as follows:	965
998			966
999	(i) Upon the written request of the Issuing Authority or its designee(s), and subject to applicable privacy laws, the Licensee shall, within ten (10) business days after receiving such request, send a written report to the Issuing Authority with respect to any Complaint. Such report shall provide a full explanation of the investigation, finding and corrective steps taken by the Licensee.	(i) Upon the written request of the Issuing Authority or its designee(s), and subject to applicable privacy laws, the Licensee shall, within ten (10) business days after receiving such request, send a written report to the Issuing Authority with respect to any Complaint. Such report shall provide a full explanation of the investigation, finding and corrective steps taken by the Licensee.	967
1000			968
1001	(ii) Should a Subscriber have an unresolved Complaint regarding cable television operations, the Subscriber shall be entitled to file his or her Complaint with the Issuing Authority or its designee(s), who shall have primary responsibility for the continuing administration of this Renewal License and the implementation of Complaint procedures. If the Subscriber wishes to participate in further processing of the Complaint, the Subscriber shall thereafter meet jointly with the Issuing Authority or its designee(s) and a representative of the Licensee, within thirty (30) days of the Subscriber's filing of his or her Complaint, in order to fully discuss and resolve such matter.	(ii) Should a Subscriber have an unresolved Complaint regarding cable television operations, the Subscriber shall be entitled to file his or her Complaint with the Issuing Authority or its designee(s), who shall have primary responsibility for the continuing administration of this License and the implementation of Complaint procedures. If the Subscriber wishes to participate in further processing of the Complaint, the Subscriber shall thereafter meet jointly with the Issuing Authority or its designee(s) and a representative of the Licensee, within thirty (30) days of the Subscriber's filing of his or her Complaint, in order to fully discuss and resolve such matter.	969
1002			970
1003	(c) Notwithstanding the foregoing, if the Issuing Authority or its designee(s) determines it to be in the public interest, the Issuing Authority or its designee(s) may investigate any multiple Complaints or disputes brought by Subscribers arising from the operations of the Licensee.	(c) Notwithstanding the foregoing, if the Issuing Authority or its designee(s) determines it to be in the public interest, the Issuing Authority or its designee(s) may investigate any multiple Complaints or disputes brought by Subscribers arising from the operations of the Licensee.	971
1004			972
		(d) The terms of this agreement shall not be abrogated by any State franchise.	973
1005			974
			975
1006	Section 13.7---REMOTE CONTROL DEVICES	Section 13.7---REMOTE CONTROL DEVICES	976
1007			977
1008	The Licensee shall allow its Subscribers to purchase, from legal and authorized parties other than the Licensee, own, utilize and program remote control devices, which are compatible with the Converter(s), provided by the Licensee. The Licensee takes no responsibility for changes in its equipment, which might make inoperable the remote control devices acquired by Subscribers.	The Licensee shall allow its Subscribers to purchase, from legal and authorized parties other than the Licensee, own, utilize and program remote control devices, which are compatible with the Converter(s), provided by the Licensee. The Licensee takes no responsibility for changes in its equipment, which might make inoperable the remote control devices acquired by Subscribers.	978
1009			979
1010			980
1011	Section 13.8---EMPLOYEE IDENTIFICATION CARDS	Section 13.8---EMPLOYEE IDENTIFICATION CARDS	981
1012			982
1013	All of the Licensee's employees entering upon private property, in connection with the construction, installation, maintenance and/or operation of the Cable System, including repair and sales personnel, shall be required to produce, upon request, an employee identification card issued by the Licensee and bearing a picture of said employee. If such employee(s) is not wearing such a photo-identification card and, as a result, is not admitted to a Subscriber's home, such visit shall be deemed to be a missed service visit by the Licensee.	All of the Licensee's employees entering upon private property, in connection with the construction, installation, maintenance and/or operation of the Cable System, including repair and sales personnel, shall be required to produce, upon request, an employee identification card issued by the Licensee and bearing a picture of said employee. If such employee(s) is not wearing such a photo-identification card and, as a result, is not admitted to a Subscriber's home, such visit shall be deemed to be a missed service visit by the Licensee.	983
1014			984
1015
1016	Section 13.9---PROTECTION OF SUBSCRIBER PRIVACY	Section 13.9---PROTECTION OF SUBSCRIBER PRIVACY	985
1017			986
1018	(a) The Licensee shall respect the rights of privacy of every Subscriber and/or User of the Cable Television System and shall not violate such rights through the use of any device or Signal associated with the Cable Television System, and as hereafter provided.	(a) The Licensee shall respect the rights of privacy of every Subscriber and/or User of the system and shall not violate such rights through the use of any device or Signal associated with the system, and as hereafter provided.	987
1019			988
1020	(b) The Licensee shall comply with all privacy provisions contained in this Article 13 and all other applicable federal and State laws including, but not limited to, the provisions of Section 631 of the Cable Act.	(b) The Licensee shall comply with all privacy provisions contained in this Article 13 and all other applicable federal and State laws including, but not limited to, the provisions of Section 631 of the Cable Act.	989
1021			990
1022	(c) The Licensee shall be responsible for carrying out and enforcing the Cable System's privacy policy, and shall at all times maintain adequate physical, technical and administrative security safeguards to ensure that personal subscriber information is handled and protected strictly in accordance with this policy.	(c) The Licensee shall be responsible for carrying out and enforcing the Cable System's privacy policy, and shall at all times maintain adequate physical, technical and administrative security safeguards to ensure that personal subscriber information is handled and protected strictly in accordance with this policy.	991
1023			992
1024	(d) The Licensee shall notify all third parties who offer Cable Services in conjunction with the Licensee, or independently over the Cable Television System, of the subscriber privacy requirements contained in this Renewal License.	(d) The Licensee shall notify all third parties who offer Cable Services in conjunction with the Licensee, or independently over the system, of the subscriber privacy requirements contained in this License.	993
1025			994
1026			995
1027	Section 13.10---PRIVACY WRITTEN NOTICE	Section 13.10---PRIVACY WRITTEN NOTICE	996
1028			997
1029	At the time of entering into an agreement to provide any cable service or other service to a Subscriber, and annually thereafter to all Cable System Subscribers, the Licensee shall provide Subscribers with written notice, as required by Section 631(a)(1) of the Cable Act, which, at a minimum, clearly and conspicuously explains the Licensee's practices regarding the collection, retention, uses, and dissemination of personal subscriber information, and describing the Licensee's policy for the protection of subscriber privacy.	At the time of entering into an agreement to provide any cable service or other service to a Subscriber, and annually thereafter to all Cable System Subscribers, the Licensee shall provide Subscribers with written notice, as required by Section 631(a)(1) of the Cable Act, which, at a minimum, clearly and conspicuously explains the Licensee's practices regarding the collection, retention, uses, and dissemination of personal subscriber information, and describing the Licensee's policy for the protection of subscriber privacy.	998
1030			999
1031			1000
1032	Section 13.11---MONITORING	Section 13.11---MONITORING	1001
1033			1002
1034	(a) Neither the Licensee nor its agents nor the Town nor its agents shall tap, monitor, arrange for the tapping or monitoring, or permit any other Person to tap or monitor, any cable, line, Signal, input device, or subscriber Outlet or receiver for any purpose, without the prior written authorization of the affected Subscriber or User unless legally authorized or ordered to do so by a court of law or other legal authority; provided, however, that the Licensee may conduct system-wide or individually addressed "sweeps" solely for the purpose of verifying System integrity, checking for illegal taps, controlling return-path transmission, billing for pay Services or monitoring channel usage in a manner not inconsistent with the Cable Act. Unless legally prohibited or ordered not to do so by a court of law or other legal authority, the Licensee shall report to the affected parties and the Issuing Authority any instances of monitoring or tapping of the Cable Television System, or any part thereof, of which it has knowledge, whether or not such activity has been authorized by the Licensee.	(a) Neither the Licensee nor its agents nor the Town nor its agents shall tap, monitor, arrange for the tapping or monitoring, or permit any other Person to tap or monitor, any cable, line, Signal, input device, or subscriber Outlet or receiver for any purpose, without the prior written authorization of the affected Subscriber or User unless legally authorized or ordered to do so by a court of law or other legal authority; provided, however, that the Licensee may conduct system-wide or individually addressed "sweeps" solely for the purpose of verifying System integrity, checking for illegal taps, controlling return-path transmission, billing for pay Services or monitoring channel usage in a manner not inconsistent with the Cable Act. Unless legally prohibited or ordered not to do so by a court of law or other legal authority, the Licensee shall report to the affected parties and the Issuing Authority any instances of monitoring or tapping of the system, or any part thereof, of which it has knowledge, whether or not such activity has been authorized by the Licensee.	1003
1035			1004
1036	(b) The Licensee shall not record or retain any information transmitted between a Subscriber or User and any third party, except as required for lawful business purposes. The Licensee shall destroy all subscriber information of a personal nature when such information is no longer necessary for the Licensee's lawful business purposes, or as required by applicable State and/or federal law(s).	(b) The Licensee shall not record or retain any information transmitted between a Subscriber or User and any third party, except as required for lawful business purposes. The Licensee shall destroy all subscriber information of a personal nature when such information is no longer necessary for the Licensee's lawful business purposes, or as required by applicable State and/or federal law(s).	1005
1037			1006
1038			1007
1039	Section 13.12---DISTRIBUTION OF SUBSCRIBER INFORMATION	Section 13.12---DISTRIBUTION OF SUBSCRIBER INFORMATION	1008
1040			1009
1041	The Licensee and its agents and/or employees shall not, without giving Subscribers an opportunity to prevent disclosure, disclose to any third party personally identifiable information except as permitted by the Cable Act. Said opportunity to prevent disclosure shall be provided to each Subscriber annually through a written notice. A Subscriber shall have the right, at any time, to request the Licensee not to disclose to any third party data identifying the Subscriber either by name or address and the Licensee shall abide by this request.	The Licensee and its agents and/or employees shall not, without giving Subscribers an opportunity to prevent disclosure, disclose to any third party personally identifiable information except as permitted by the Cable Act. Said opportunity to prevent disclosure shall be provided to each Subscriber annually through a written notice. A Subscriber shall have the right, at any time, to request the Licensee not to disclose to any third party data identifying the Subscriber either by name or address and the Licensee shall abide by this request.	1010
1042			1011
1043			1012
1044	Section 13.13---POLLING BY CABLE	Section 13.13---POLLING BY CABLE	1013
1045			1014
1046	No poll of a Subscriber or User shall be conducted or obtained, unless (i) the program shall contain an explicit disclosure of the nature, purpose and prospective use of the results of the poll, and (ii) the program has an informational, entertainment or educational function which is self-evident. The Licensee or its agents shall release the results only in the aggregate and without individual references.	No poll of a Subscriber or User shall be conducted or obtained, unless (i) the program shall contain an explicit disclosure of the nature, purpose and prospective use of the results of the poll, and (ii) the program has an informational, entertainment or educational function which is self-evident. The Licensee or its agents shall release the results only in the aggregate and without individual references.	1015
1047			1016
1048			1017
1049	Section 13.14---INFORMATION WITH RESPECT TO VIEWING HABITS AND SUBSCRIPTION DECISIONS	Section 13.14---INFORMATION WITH RESPECT TO VIEWING HABITS AND SUBSCRIPTION DECISIONS	1018
1050			1019
1051	Except as permitted by �631 of the Cable Act or pursuant to an order by a court, neither the Licensee nor its agents nor its employees shall make available to any third party information concerning the viewing habits or subscription package decisions of any individual Subscriber.	Except as permitted by �631 of the Cable Act or pursuant to an order by a court, neither the Licensee nor its agents nor its employees shall make available to any third party information concerning the viewing habits or subscription package decisions of any individual Subscriber.	1020
1052			1021
1053			1022
1054			1023
1055
1056	Section 13.15---SUBSCRIBER'S RIGHT TO INSPECT AND VERIFY INFORMATION	Section 13.15---SUBSCRIBER'S RIGHT TO INSPECT AND VERIFY INFORMATION	1024
1057			1025
1058	(a) The Licensee shall make available for inspection by a Subscriber at a reasonable time and place all personal subscriber information that the Licensee maintains regarding said Subscriber.	(a) The Licensee shall make available for inspection by a Subscriber at a reasonable time and place all personal subscriber information that the Licensee maintains regarding said Subscriber.	1026
1059			1027
1060	(b) A Subscriber may obtain from the Licensee a copy of any or all of the personal subscriber information regarding him or her maintained by the Licensee. The Licensee may require a reasonable fee for making said copy.	(b) A Subscriber may obtain from the Licensee a copy of any or all of the personal subscriber information regarding him or her maintained by the Licensee. The Licensee may require a reasonable fee for making said copy.	1028
1061
1062	(c) A Subscriber or User may challenge the accuracy, completeness, retention, use or
1063	dissemination of any item of personal subscriber information. The Licensee shall change any such information upon a reasonable showing by any Subscriber that such information is inaccurate.
1064			1029
		(c) A Subscriber or User may challenge the accuracy, completeness, retention, use or dissemination of any item of personal subscriber information. The Licensee shall change any such information upon a reasonable showing by any Subscriber that such information is inaccurate.	1030
1065			1031
			1032
1066	Section 13.16---PRIVACY STANDARDS REVIEW	Section 13.16---PRIVACY STANDARDS REVIEW	1033
1067			1034
1068	The Issuing Authority and the Licensee shall periodically review the Article 13 to determine that it effectively addresses appropriate concerns about privacy. This Article may be amended periodically by agreement of the Issuing Authority and the Licensee.	The Issuing Authority and the Licensee shall periodically review the Article 13 to determine that it effectively addresses appropriate concerns about privacy. This Article may be amended periodically by agreement of the Issuing Authority and the Licensee.	1035
1069			1036
1070			1037
1071			1038
1072
1073	ARTICLE 14	ARTICLE 14	1039
1074			1040
1075	REPORTS, AUDITS AND PERFORMANCE TESTS	REPORTS, AUDITS AND PERFORMANCE TESTS	1041
1076			1042
1077			1043
1078	Section 14.1---GENERAL	Section 14.1---GENERAL	1044
1079			1045
1080	(a) Upon the written request of the Issuing Authority, the Licensee shall promptly submit to the Town any information regarding the Licensee and/or any Affiliated Person, with respect to the Cable System, in such form and containing such detail as may be reasonably specified by the Town pertaining to the subject matter of this Renewal License which may be reasonably required to establish the Licensee's compliance with its obligations pursuant to this Renewal License.	(a) Upon the written request of the Issuing Authority, the Licensee shall promptly submit to the Town any information regarding the Licensee and/or any Affiliated Person, with respect to the Cable System, in such form and containing such detail as may be reasonably specified by the Town pertaining to the subject matter of this License which may be reasonably required to establish the Licensee's compliance with its obligations pursuant to this License.	1046
1081			1047
1082	(b) If the Licensee believes that the documentation requested by the Issuing Authority involves proprietary information, then the Licensee shall submit the information to its counsel, who shall confer with the Town Counsel for a determination of the validity of the Licensee's claim of a proprietary interest.	(b) If the Licensee believes that the documentation requested by the Issuing Authority involves proprietary information, then the Licensee shall submit the information to its counsel, who shall confer with the Town Counsel for a determination of the validity of the Licensee's claim of a proprietary interest.	1048
1083			1049
1084			1050
1085	Section 14.2---FINANCIAL REPORTS	Section 14.2---FINANCIAL REPORTS	1051
1086			1052
1087	(a) Upon written request, the Licensee shall furnish the Issuing Authority and/or its designee(s) any reports required by State and/or federal law. The Licensee shall file annually with the Cable Division on forms prescribed by the Cable Division, a sworn statement of its revenues and expenses for Cable Division use only. In addition, the Licensee shall also file with the Cable Division, a financial balance sheet and statement of ownership, which shall be supplied upon written request of the Issuing Authority. These requirements shall be subject to the regulations of the Cable Division.	(a) Upon written request, the Licensee shall furnish the Issuing Authority and/or its designee(s) any reports required by State and/or federal law. The Licensee shall file annually with the Cable Division on forms prescribed by the Cable Division, a sworn statement of its revenues and expenses for Cable Division use only. In addition, the Licensee shall also file with the Cable Division, a financial balance sheet and statement of ownership, which shall be supplied upon written request of the Issuing Authority. These requirements shall be subject to the regulations of the Cable Division.	1053
1088			1054
1089	(b) Upon written request, but not more than annually, the Licensee shall file with the Issuing Authority a report of the number of Basic Service Subscribers.	(b) Upon written request, but not more than annually, the Licensee shall file with the Issuing Authority a report of the number of Basic Service Subscribers.	1055
1090			1056
1091			1057
1092	Section 14.3---IN-HOUSE TELEPHONE REPORTS	Section 14.3---IN-HOUSE TELEPHONE REPORTS	1058
1093			1059
1094	To establish the Licensee's compliance with Sections 13.1 and 13.4 herein, the Licensee shall provide, upon the written request of the Issuing Authority, with a report of telephone traffic generated from an in-house automated call-accounting or call-tracking system.	To establish the Licensee's compliance with Sections 13.1 and 13.4 herein, the Licensee shall provide, upon the written request of the Issuing Authority, with a report of telephone traffic generated from an in-house automated call-accounting or call-tracking system.	1060
1095			1061
1096			1062
1097	Section 14.4---ANNUAL PERFORMANCE TESTS	Section 14.4---ANNUAL PERFORMANCE TESTS	1063
1098			1064
1099	Upon written request of the Issuing Authority, the Licensee shall provide copies of performance tests to the Issuing Authority in accordance with FCC regulations, as set out in 47 C.F.R. �76.601 et seq.	Upon written request of the Issuing Authority, the Licensee shall provide copies of performance tests to the Issuing Authority in accordance with FCC regulations, as set out in 47 C.F.R. �76.601 et seq.	1065
1100			1066
1101			1067
1102	Section 14.5---DUAL FILINGS	Section 14.5---DUAL FILINGS	1068
1103			1069
1104	(a) If requested, the Licensee shall make available to the Town at the Licensee's expense, copies of any petitions or communications with any State or federal agency or commission pertaining to any material aspect of the Cable System operation hereunder.	(a) If requested, the Licensee shall make available to the Town at the Licensee's expense, copies of any petitions or communications with any State or federal agency or commission pertaining to any material aspect of the Cable System operation hereunder.	1070
1105			1071
1106	(b) In the event that either the Issuing Authority or the Licensee requests from any State or federal agency or commission a waiver or advisory opinion, it shall immediately notify the other party in writing of said request, petition or waiver.	(b) In the event that either the Issuing Authority or the Licensee requests from any State or federal agency or commission a waiver or advisory opinion, it shall immediately notify the other party in writing of said request, petition or waiver.	1072
1107			1073
1108			1074
1109	Section 14.6---ADDITIONAL INFORMATION	Section 14.6---ADDITIONAL INFORMATION	1075
1110			1076
1111	At any time during the term of the Renewal License, upon the reasonable request of the Issuing Authority, the Licensee shall not unreasonably deny any requests for further information, which may be required to establish the Licensee's compliance with its obligations pursuant to the Renewal License and subject to Section 13.1 supra.	At any time during the term of the License, upon the reasonable request of the Issuing Authority, the Licensee shall not unreasonably deny any requests for further information, which may be required to establish the Licensee's compliance with its obligations pursuant to the License and subject to Section 13.1 supra.	1077
1112			1078
1113			1079
1114	Section 14.7---INVESTIGATION	Section 14.7---INVESTIGATION	1080
1115			1081
1116	The Licensee and any Affiliated Person(s) shall cooperate fully and faithfully with any lawful investigation, audit or inquiry conducted by a Town agency; provided, however, that any such investigation, audit or inquiry is for the purpose of establishing the Licensee's compliance with its obligations pursuant to this Renewal License.	The Licensee and any Affiliated Person(s) shall cooperate fully and faithfully with any lawful investigation, audit or inquiry conducted by a Town agency; provided, however, that any such investigation, audit or inquiry is for the purpose of establishing the Licensee's compliance with its obligations pursuant to this License.	1082
1117
1118			1083
1119			1084
1120			1085
1121			1086
1122
1123	ARTICLE 15	ARTICLE 15	1087
1124			1088
1125	EMPLOYMENT	EMPLOYMENT	1089
1126			1090
1127			1091
1128	Section 15.1---EQUAL EMPLOYMENT OPPORTUNITY	Section 15.1---EQUAL EMPLOYMENT OPPORTUNITY	1092
1129			1093
1130	The Licensee shall be an Equal Opportunity Employer adhering to all applicable laws and regulations with respect to Equal Employment Opportunities.	The Licensee shall be an Equal Opportunity Employer adhering to all applicable laws and regulations with respect to Equal Employment Opportunities.	1094
1131			1095
1132			1096
1133	Section 15.2---NON-DISCRIMINATION	Section 15.2---NON-DISCRIMINATION	1097
1134			1098
1135	The Licensee shall adhere to all federal and State laws prohibiting discrimination in employment practices.	The Licensee shall adhere to all federal and State laws prohibiting discrimination in employment practices.	1099
1136			1100
1137			1101
1138			1102
1139
1140	ARTICLE 16	ARTICLE 16	1103
1141			1104
1142	MISCELLANEOUS PROVISIONS	MISCELLANEOUS PROVISIONS	1105
1143			1106
1144			1107
1145	Section 16.1---ENTIRE AGREEMENT	Section 16.1---ENTIRE AGREEMENT	1108
1146			1109
1147	This instrument contains the entire agreement between the parties, supercedes all prior agreements or proposals except as specifically incorporated herein, and cannot be changed orally but only by an instrument in writing executed by the parties.	This instrument contains the entire agreement between the parties, supercedes all prior agreements or proposals except as specifically incorporated herein, and cannot be changed orally but only by an instrument in writing executed by the parties.	1110
1148			1111
1149			1112
1150	Section 16.2---CAPTIONS	Section 16.2---CAPTIONS	1113
1151			1114
1152	The captions to sections throughout this Renewal License are intended solely to facilitate reading and reference to the sections and provisions of the Renewal License. Such captions shall not affect the meaning or interpretation of the Renewal License.	The captions to sections throughout this License are intended solely to facilitate reading and reference to the sections and provisions of the License. Such captions shall not affect the meaning or interpretation of the License.	1115
1153			1116
1154			1117
1155	Section 16.3---SEPARABILITY	Section 16.3---SEPARABILITY	1118
1156			1119
1157	If any section, sentence, paragraph, term or provision of this Renewal License is determined to be illegal, invalid or unconstitutional, by any court of competent jurisdiction or by any State or federal regulatory agency having jurisdiction thereof, such determination shall have no effect on the validity of any other section, sentence, paragraph, term or provision hereof, all of which shall remain in full force and effect for the term of this Renewal License.	If any section, sentence, paragraph, term or provision of this License is determined to be illegal, invalid or unconstitutional, by any court of competent jurisdiction or by any State or federal regulatory agency having jurisdiction thereof, such determination shall have no effect on the validity of any other section, sentence, paragraph, term or provision hereof, all of which shall remain in full force and effect for the term of this License.	1120
1158			1121
1159			1122
1160	Section 16.4---ACTS OR OMISSIONS OF AFFILIATES	Section 16.4---ACTS OR OMISSIONS OF AFFILIATES	1123
1161			1124
1162	During the term of this Renewal License, the Licensee shall be liable for the acts or omission of its Affiliates while such Affiliates are involved directly or indirectly in the construction, installation, maintenance or operation of the Cable System as if the acts or omissions of such Affiliates were the acts or omissions of the Licensee.	During the term of this License, the Licensee shall be liable for the acts or omission of its Affiliates while such Affiliates are involved directly or indirectly in the construction, installation, maintenance or operation of the Cable System as if the acts or omissions of such Affiliates were the acts or omissions of the Licensee.	1125
1163			1126
1164			1127
1165	Section 16.5---RENEWAL LICENSE EXHIBITS	Section 16.5---LICENSE EXHIBITS	1128
1166			1129
1167	The Exhibits to this Renewal License, attached hereto, and all portions thereof, are incorporated herein by this reference and expressly made a part of this Renewal License.	The Exhibits to this License, attached hereto, and all portions thereof, are incorporated herein by this reference and expressly made a part of this License.	1130
1168			1131
1169			1132
1170	Section 16.6---WARRANTIES	Section 16.6---WARRANTIES	1133
1171			1134
1172	The Licensee warrants, represents and acknowledges that, as of the Execution Date of this Renewal License:	The Licensee warrants, represents and acknowledges that, as of the Execution Date of this License:	1135
1173			1136
1174	(i) The Licensee is in good standing under the laws of the State;	(i) The Licensee is in good standing under the laws of the State;	1137
1175			1138
1176	(ii) The Licensee has the requisite power and authority under applicable law and its by-laws and articles of incorporation and/or other organizational documents, is authorized by resolutions of its Board of Directors or other governing body, and has secured all consents which are required to be obtained as of the Execution Date of this Renewal License, to enter into and legally bind the Licensee to this Renewal License and to take all actions necessary to perform all of its obligations pursuant to this Renewal License;	(ii) The Licensee has the requisite power and authority under applicable law and its by-laws and articles of incorporation and/or other organizational documents, is authorized by resolutions of its Board of Directors or other governing body, and has secured all consents which are required to be obtained as of the Execution Date of this License, to enter into and legally bind the Licensee to this License and to take all actions necessary to perform all of its obligations pursuant to this License;	1139
1177			1140
1178	(iii) This Renewal License is enforceable against the Licensee in accordance with the provisions herein, subject to applicable State and federal law;	(iii) This License is enforceable against the Licensee in accordance with the provisions herein, subject to applicable State and federal law;	1141
1179			1142
1180	(iv) There is no action or proceedings pending or threatened against the Licensee as of the Execution Date of this Renewal License that would interfere with its performance of this Renewal License; and	(iv) There is no action or proceedings pending or threatened against the Licensee as of the Execution Date of this License that would interfere with its performance of this Licen

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