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HomeMy WebLinkAboutGROUP W. CABLE INC.( ADELPHIA) 1B -1985 .4" , . , . - g 5'- ;; /ll'n')1./ ¡) 11 J¡¡ 3 C,/f'} (./! I::V"~-""-- Ivwy"",,~ c,,-{ (, to,,! Í/- , . , , . '", ({' SECOND AMENDMENT TO AGREEMENT BETWEEN THE CITY OF SANTA ANA AND GROUP W CABLE, INC. THIS AGREEMENT, made and entered into as of the 28th day of December, 1984, by and between the City of Santa Ana, a municipal corporation of the State of California ("Grantor"), and Gr,9up.~..,Ç.éi=- 4IIÞ.li'~~ corporation organized under the laws of the State of New York ("Grantee"), WIT N E SSE T H ---------- Recitals: A. The City of Santa Ana and Group W Cable, Inc., previously entered into that certain franchise agreement for the operation of a cable television system on June 21, 1982, hereinafter referred to as "said agreement." B. The parties amended said agreement on February 7, 1983, hereinafter referred to as "said amendment." C. The parties now desire to amend further said agreement in settlement of a dispute over certain fines and penalties asserted by Grantor against Grantee, and as a result of requests by Grantee. WHEREFORE, in consideration of the respective and mutual covenants hereinafter contained and made, and subject to all the terms and conditions hereof, the parties hereto do hereby agree as follows: 1.' Subsection 1.23 of said agreement is hereby amended to read as follows: c.:. \.\:>.-<;.oS / -1- ',.. . " "1.23 "Local Origination Channel" means any channel where the Grantor or Grantee is the programmer, and pro- vides video programs to subscribers. 2. Subsection 2.1 of said agreement is hereby amended to read as follows: "2.1 Grant. Group W. Cable, Inc. a corporation with its principal place of business at 888 Seventh Avenue, New York, New York 10106, hereinafter called the Grantee, has been granted for itself, its successors and assigns, sub- ject to the terms and conditions of this Agreement, the ~ ~ \~ ~Y~::-;:~~-~:~::>."~~;~:;~::'p:::;;r ~:~~ :~:h:;t::d t~:i :~~:::: ve ~J~~ date of the ordinance granting the franchise, to construct, operate, and maintain a cable television system within the streets and public ways within the City of Santa Ana. At any time prior to the expiration of said term, GriÚltee !;fiåTi' 'have the option to extend the initial term of thê:fi'ãnctïrsefo'r an additional five (5) years. Grantee may exercise this option by giving written notice by certified mail to Grantor's City Manager, at his then current ad- dress, that Grantee is exercising its right to extend the term of the franchise. Upon the proper exercise of Grantee's right to extend the term of the franchise in accordance with the provisions of this paragraph, the term of the franchise shall automatically be extended without the necessity of any further action by Grantor or Grantee." .' 3. Subsection 2.4 of said agreement is hereby amended to read as follows: -2- , ' "2.4 Duration. The term of the franchise shall be fifteen (15) years from the effective date hereof unless the option to extend is exercised by Grantee, at which time it shall expire and be of no force and effect. Renewal shall be in accordance with subsection 12.4 hereof." 4. Subsection 4.2 of said agreement is hereby amended to read as follows: "4.2 Construction Schedule. (a) Grantee shall extend its subscriber system to in- clude service to all parcels within the City regardless of designated or actual land use, subject to the conditions and limitations contained herein. (b) Grantee shall design and build the non-residentially zoned areas of the City of Santa Ana subject to the follow- ing conditions: (1) Grantee shall map and design the ex- tension of the subscriber system to all non-resi- dentially zoned parcels and/or places of business within the City within one (1) year from the date of this agreement. (2) The system shall be equivalent or superior to that system serving the residential areas of the City in terms of technical design, capacity, and programming services. (3) Within two (2) years of the effective date of this agreement, if Grantor so directs, Grantee shall, at its own expense, conduct a market study in a form and utilizing an independ- ent consultant to be jointly selected by Grantee -3- '.. , ) and Grantor of projected cumulative aggregated penetration rates for all forms of cable televi- sion service within all areas of the City into which cable television services has not been extended. For the purpose of the market study, 'Cumulative Aggregated Penetration Rates' shall be determined by the number of subscribers will- ing to commit to a one (1) year agreement to receive cable television service with a minimum three (3) month non-refundable deposit. (4) Based upon the information and conclu- sions contained in the market study described above, if it is determined that Grantee is able to achieve a cumulative aggregated penetration rate of thirty-fiv~ percent (35%) of the poten- tial subscriber base for any and all offered services in these areas, and Grantee is able to secure executed contracts from subscribers repre- senting thirty-five percent (35%) cumulative penetration and receive the required three (3) month non-refundable deposit from said subscrib- ers, then Grantee shall complete total construc- tion of the non-residentially zoned areas within twelve (12) months from the fulfillment date of the above-specified conditions. Grantee shall reimburse Grantor for all cost incurred, includ- ing but not limited to staff time and consultant costs, in inspecting and certifying completion of the construction of the non-residentially zoned areas of the City. (5) In the event that the first market study does not project the penetration rates delineated in subsection (4) above, Grantee shall repeat its market study, subject to the same -4- - ) . . conditions of approval, no more than two (2) additional times within four (4) years from the date of completion of the first and shall be obligated to construct the entirety of the non-residentially zoned areas subject to the con- ditions provided in paragraph (4) above. If, for any reason, these conditions are not met as a result of any market study, Grantee shall have no further obligation to construct the non-residen- tially zoned areas of the City throughout the remainder of the franchise term, provided, how- ever, that if the obligation of Grantee to con- struct the non-residentially zoned areas of the City is extinguished through the nonfulfillment of the conditions specified in paragraph (4) and this subsection, and Grantee elects not to build the entirety of all non-residentially zoned ar- eas, then Grantee agrees that, as of the date of extinguishment of its obligation, it shall pos- sess no right to provide cable service(s) of any type, and forfeits the right to do so, to the non-residentially zoned areas of the City. (6) The projected cumulative aggregate penetration rates described in paragraph (4) and (5) above shall include, but not be limited to, one-way, interactive, and pay-per-view services being provided to any of Grantee's subscriber(s) in California at the time of the study. (7) Upon the completion date specified in paragraphs (4) and (5), Grantor shall cause to be completed, at Grantee's sole expense, an inde- pendent construction audit including a complete walk-out, and final proof of performance testing, for all non-residentially zoned areas of the -5- , - , ) City. In the event that any unbuilt areas of the non-residentially zoned areas of the City are discovered during or subsequent to the audit, Grantee agrees to apply for all necessary permits and clearances within fifteen (15) days of re- ceipt of actual notice thereof. Grantee shall, within ten (10) working days of submittal, pro- vide Grantor with copies of all permits, applica- tions and proof of payment of all permit fees. Grantee shall construct and activate those un- built areas, barring reasonably unforeseeable events outside of their reasonable control, within thirty (30) days of receipt of all requi- site permits and clearances, copies of which shall be provided to Grantor within ten (10) working days of receipt. Failure to complete construction in the time and manner specified above, or failure to provide the notifications to Grantor described in this paragraph, shall sub- ject Grantee to a penalty, at the election of the City Manager, not to exceed $500 per day. Grantee shall reimburse Grantor for its actual costs incurred, including staff time and consultant costs, in connection with enforcing the obliga- tions of this subsection. 5. Subsection 4.5 of said agreement is hereby deleted. 6. Subsection 4.9 of said agreement is hereby amended to read as follows: "4.9 System Interconnection. -6- (a) Grantee agrees that interconnection will be acti- vated with at least one channel each way with all other Grantee systems built in Orange County, including, but not limited to, the cities of Fullerton, Newport Beach, Seal Beach and Buena Park, no later than January 1, 1987. (b) No later than January 1, 1987, Grantee will enter negotiations with non-Group W systems contiguous to Santa Ana to interconnect with said systems with at least one channel each way between said systems and the Santa Ana system. Grantee shall either activate such interconnection no later than July 1, 1987, or report to the Grantor the status of negotiations and allow Grantor to engage in such negotiations. Group W Cable, Inc., will be prepared to agree to pay up to 50 percent (50%) of the cost of said interconnections. Nothing included herein shall be inter- preted to mandate interconnection with another system un- less the other system's interconnection equipment is equal in quality to the counterpart equipment in the Santa Ana system. (c) Grantee agrees to activation of two-way intercon- nection between the City of Santa Ana and Cypress Community College, between the City of Santa Ana and Fullerton Commu- nity College, between California State University, Fullerton, and the City of Santa Ana, between Santa Ana College and Cypress Community College, and between the two campuses of Santa Ana College, no later than January 1, 1987. (d) Grantee shall make available up to $45,000 annually to Grantor to enable Grantor to lease satellite uplink facilities and purchase transponder time. When Grantor desires to lease satellite uplink facilities or to purchase transponder time for a non-live cablecast, Grantor shall give Grantee 48 hours written notice thereof. Grantor -7- . - shall give Grantee 30 days written notice if Grantor wishes to lease satellite uplink facilities or to purchase trans- ponder time for a live cablecast. Upon receipt of such notice, Grantee shall make the arrangements necessary to provide the requested facilities and time to Grantor. (e) Grantee shall construct a satellite uplink station for the use of Grantor when said construction is economi- cally feasible. Upon completion of construction of said facility within the City of Santa Ana, Grantee's obliga- tions under subsection 4.9(e) of this agreement shall cease. The parties agree that said amounts shall not be included as part of any franchise fee to which Grantor is entitled." 7. Subsection 5.2 of said agreement is hereby amended to read as follows: "5.2 Channel Capacity. (a) The cable television system shall be installed to deliver signals at frequencies up to four hundred (400) megahertz (MHz), with specific channel capacity as indi- cated below. -8- - Cable Network Signal Signal Channel Direction Frequency Capaci ty ResidE:ntial (AI) Outbound 54-40ØMHz 52 + PM band Residential (AI) Inbound 5-30 MHz 4 video equivalent Residential (A2) Outbound 54-40ØMHz 52 + PM band Residential (A2) Inbound 5-30 MHz 4 video equivalent Institutional (B) Outbound 168-4090 MHz 38 Insti tutional (B) Inbound 5-108 MHz 16 (b) The parties agree that all cable television pro- gramming and services may be consolidated into the Residen- tial (AI) Outbound and Residential (AI) Inbound. The power on the cable not carrying the cable television programming and services so consolidated (hereinafter referred to as "A2 Cable") may be eliminated on the effective date of this agreement, provided, however, that all equipment in- stalled in A2 cable shall remain in place for a period of one (1) year. Prior to the end of the one (1) year pe- riod, Grantee shall conduct a study regarding the public necessity and economic feasibility of using A2 cable. If the study concludes that public necessity and economic feasibility do not require use of said A2 cable system, the electronic equipment installed in said A2 cable system may be removed by Grantee, provided, however, that said A2 cable equipment shall be installed and the power restored to said A2 cable system when future studies show that pub- lic necessity and economic feasibility so require. -9- . - (c) If the electronic equipment has been removed from said A2 cable, and Grantor determines that public necessity requires reactivation of the A2 cable and that it is eco- nomically feasible to do so, based on the results of the study required by Section 5.2(b) above, Grantor shall give Grantee notice by certified mail of such necessity. Grantee agrees to a reasonable penalty for noncompliance with this subparagraph in the amount of $500.00 per day for each day that said A2 cable system is not operational be- ginning ninety (90) days from and after the date of said notice, provided, however, that if a proper court of law later determines that public necessity does not require ac- tivation of the A2 cable and that it is not economically feasible to activate said A2 cable, then said penalty shall not apply to Grantee." 8. Subsection 5.4 of said agreement is hereby amended to read as follows: "5.4 Capacity of Interactive Residential Services. Grantee shall provide the ability to expand the initial system to add the capacity for interactive residential services including, but not limited to, security alarm monitoring home shopping energy management, home banking, teletext, information access and retrieval, subscriber polling, video games and one-way or interactive education. Grantee shall not be obligated to provide customer equip- ment necessary for such services, such as the addressable interactive converters, home terminals and home detectors, to subscribers until such time as it is demonstrated that said provision is economically feasible and then in accor- dance with established and uniform rate schedules." 9. Subsection 5.5 of said agreement is hereby amended to read as follows: -10- . - "5.5 Cablecasting Facilities. (a) Grantee shall provide the following cablecasting facilities or their equivalent for the cable system serving the City, at the estimated costs shown: Facility Public Access Grant TOTAL (Public Access Grant) City of Santa Ana (Installation & Lighting at:) Council Chambers County Supervisors Stadium Museum Zoo City Training Room Central Corrmunity Library Interactive Terminals TOTAL (City of Santa Ana) Public Schools Grant TOTAL (Public Schools) Parochial Schools Studio Character Generator Television Sets Origination Points TOTAL (Parochial Schools) GRAND TOTAL Quantity Unit Cost Total Cost $ 237,275 1 1 1 1 1 1 1 1 13 1,5ØØ 1,5ØØ 1,5ØØ 1,5ØØ 5,ØØØ 5,ØØØ 2,ØØØ 2,ØØØ 5,ØØØ 5,ØØØ 1,5ØØ 1,5ØØ 1,5ØØ 1,5ØØ 1,5ØØ 1,5ØØ 5ØØ 6,5ØØ $ 26,ØØØ $ 251,Ø5Ø 44,566 44,566 4,lØØ 4,lØØ 45Ø 22,5ØØ 1,5ØØ 6,ØØØ $ 77,166 $ 591,491 --------------- --------------- 1 1 5Ø 4 Grantee agrees that if the actual installed costs of the cablecasting facilities are more than ten percent (lØ%) below the estimated capital costs, Grantor may at its sole option require Grantee to provide additional facilities to the extent of the difference between the actual costs and -11- ,:.' th~ estimated costs less ten percent (lØ%) thereof. In the event the actual costs exceed the estimated costs by more than ten percent (lØ%), Grantor shall give due considera- tion to a rate request by Grantee to the extent of the difference between the actual costs and the estimated costs plus ten percent (lØ%) thereof. (b) Grantee agrees to transfer local programming equip- ment to Grantor, consisting of all items listed in "Ex- hibit A," attached hereto and by this reference incorporated herein, valued at approximately Eight Hundred and One Thousand Dollars ($8Øl,ØØØ.ØØ). (c) Grantee agrees to provide a grant to Grantor in the total amount of Two Million Five Hundred Thousand Dollars ($2,5ØØ,ØØØ.ØØ) payable in the form of a letter of credit or other security acceptable to the City Attorney of Gran- tor, with payments scheduled as follows: (1) Five Hundred Thousand Dollars ($5ØØ,ØØØ.ØØ) on or before January 1, 1986; and (2) One Million Dollars ($l,ØØØ,Øøø.øØ) on or before January 1, 1987; and (3) One Million Dollars ($l,ØØØ,Øøø.øØ) on or before January 1, 1989. All of the above amounts may be drawn upon by Grantor only for construction of a studio, telecommunication facil- ity, studio and telecommunication complex, or repair or replacement of local programming equipment, transferred as provided in subparagraph (b) hereinabove. Grantee agrees that none of the above sums are to be included as part of any franchise fees due Grantor under said agreement, as amended by this agreement. -12- . . lØ. Subsection 6.1 of said agreement is hereby amended to read as follows: "6.1 Initial Services and Programming. (a) Grantee shall provide, as a minimum, the services and programming listed in "Exhibit B," attached hereto and by this reference incorporated herein. If any listed service shall become unavailable, or cannot be provided under ex- isting FCC regulations, Grantee shall provide substitute programming considered at least as attractive to cable system subscribers. Grantee shall not reduce the number of program services without 3Ø days prior written notification to Grantor. (b) Grantee shall provide three (3) distant broadcast signals. Notwithstanding the foregoing, Grantee shall not be obligated to provide a third distant broadcast signal so long as the Copyright Tribunal imposes a surcharge for said third distant broadcast signal, provided, however, that if and when said surcharge is repealed, or the copyright roy- alty returns to the rate charged prior to March 15, 1983, as adjusted for inflation, whichever is sooner, then Grantee shall provide a third distant broadcast signal." 11. Subsection 6.2 of said agreement is hereby amended to read as follows: "6.2 Basic Subscriber Television Services. Grantee shall initially provide as basic services, all the services listed in "Exhibit B," except those listed as pay-cable, as that term is defined hereinabove in Subsection 1.27. 12. Subsection 6.3 of said agreement is hereby amended to read as follows -13- - "6.3 Interactive Subscriber Television Services. Grantee shall provide interactive subscriber television services when such services are demonstrated to be economi- cally feasible. 12a. Subsection 6.4 of said agreement is hereby deleted. 13. Subsection 6.5 of said agreement is hereby amended to read as follows: "6.5 Leased Channel Service. Grantee shall offer to the public leased channel service in accordance with fed- eral, state and local law. 14. Subsection 6.6 of said agreement is hereby amended to read as follows: "6.6 Basic Subscriber Radio Services. Grantee shall provide Basic Subscriber Radio Service in accordance with federal, state and local law." 15. Subsection 6.7(a) is hereby amended to read as follows: "6.7 Grantor Channels. (a) In the event that the A2 cable referred to hereinabove is reactivated, Grantee shall provide carriage of the twenty-six video programming channels (156 MH of bandwidth) assigned to Grantor, at least one (1) of which shall have a cable channel capability for interactive services. Gran- tor's channels may be used by Grantor for non-commercial programming or for commercial services pursuant to Section 6.7(b) hereof. In the event Grantee expands capacity, Grantor shall be assigned two (2) access video programming channels within such expanded capacity." -14- , 16. Section 7 of said agreement is hereby amended to read as follows: "Section 7. Support for Local Programming. 7.1 Grant for Local programming. Grantee shall pro- vide Four Hundred and Sixty-Eight Thousand Dollars ($468,ØØØ.ØØ) per year during the term hereof to Grantor for local programming. Grantor and Grantee agree that said sums are exclusive of franchise fees in conformance with the grandfathering provisions of the Cable Communications Policy Act of 1984" "7.2 Lease of Administrative Space by Grantee. Grantor' and Grantee agree to enter into negotiations to lease ap- proximately nine thousand two hundred (9,2ØØ) square feet of space in Grantor's Transportation Center for the remain- ing term of the franchise, at the market rate, with normal escalator clauses. Grantee shall make its own leasehold improvements subject to Grantor's requirements for tenant improvement for said Transportation Center. Grantee agrees that any and all lease payments shall not be included as part of any franchise fee to which Gran- tor is entitled." "7.3 Loan of Grantee's Local Programming Personnel. Grantee's existing local programming personnel shall be assigned to Grantor's local programming activities for a period of up to one (1) year from and after the effective date of this agreement. Grantee agrees that the value of the services of said local programming shall not be included as part of any franchise fee to which Grantor is entitled." -15- " 19. Subsection 8.2 of said agreement is hereby amended to read as follows: "8.2 Basic Service-Residential Subscribers. The rate for the provision of basic services to residential sub- scribers shall be and remain at $6.95 for the first TV outlet until July 1, 1985. Thereafter, said rate shall not exceed the average in Orange County charged for basic serv- ices, including converter charges, for all non-Group W systems." 2Ø. Subsection 8.3 of said agreement is hereby amended to read as follows: "8.3 pay-Television Service Rates. Grantee may raise, lower, modify or alter rates and charges for its services to all subscribers without the necessity of obtaining the approval of Grantor upon the effective date of this agree- ment." 21. Subsection 8.4 of said agreement is hereby amended to read as follows: "8.4 Institutional Connection. Grantee shall connect institutional service free of charge to those locations listed in "Exhibit C," attached hereto and by this refer- ence incorporated herein. In addition, Grantee shall pro- vide nine (9) institutional service connections free of charge to Grantor or the County of Orange at locations designated by the appropriate official." 22. Subsections 8.5, 8.6 and 8.7 of said agreement are hereby deleted. -16- - 23. Subsections lØ.2 and lØ.3 of said agreement are hereby deleted. 24. Subsection 13.5 of said agreement is hereby amended to read as follows: "13.5 Institutional Network Grant. As soon as rea- sonably practicable, Grantor and Grantee shall jointly select an independent consultant to develop a comprehensive plan for the utilization of the Institutional Network. Grantee shall spend up to $5ØØ,ØØØ during the three year period commencing on January 1, 1985 to pay for the cost of the comprehensive plan, the development of new public in- stitutional services and to maintain, promote and manage the Institutional Network. Grantee agrees that none of the funds so expended in said three-year period shall be included as part of any franchise fee to which Grantor is entitled." 25. On or about June 18,1984, July 25,1984 and August 25, 1984, Grantor asserted in certain correspondence that Grantee was in default of certain obligations contained in said agreement and said amendment. In said correspondence the City Manager of Grantor im- posed fines and penalties. Grantee disputes Grantor's contentions that Grantee has not complied with said agreement or said amendment. In consideration of the mutual promises contained in this agreement, Grantor hereby releases and forever discharges Grantee and its heirs, successors, assigns, officers, directors, representatives, agents and employees, and each of them, from all obligation of any and all said fines and penalties relating to matters stated in said correspondence of June 18, 1984, July 25, 1984 and August 25,1984. Grantee agrees to refrain from commencing any action, lawsuit or other proceeding against Grantor relating to matters stated in said correspondence. -17- \ " The parties hereto agree that their obligations respecting all matters relating to said dispute shall be determined in accor- dance with the provisions of said agreement, as amended, by said amendment and by this agreement. 26. Nothing in this agreement is intended by either of the parties hereto nor shall it be construed as a waiver by either Gran- tor or Grantee of any of the provisions of applicable federal, state or local law. IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the date and year first above written. ~:~ ddL ;;2J CLERK OF THE COUNCIL CITY OF SANTA ANA, a municipal corporation of the~of California MAYOR By: GROUP W CABLE, INC., a ~ðß~Æ- APPROVED AS TO FORM: By: -18- '. . SANTA ANA - LOCAL ~ EXmPMENl' Novenber 16, 1984 Description Manufacturer Model No. QJantity unit Price Total - H:. EæER B&K 1653 $165.50 ADA. S8~ 220 4 $285.00 $1,140.00 ADAProR a:.E'.A1!aJt AClOK $120.00 ADAProR ICI 240 4 $125.00 $SOO.OO AMMETER S1ÐRY SPR-100 $100.00 AMP BGR 2 $225.00 $450.00 ANALYZER 'l'EK':IKImC AASO1 01 $2,900.00 AlJDIO OJRDS 'l'IOŒ'E'1'ER 17 $20.00 $340.00 AlJDIO JH:.KS TlO!PETER Ml'389 52 $31.92 $:,660.00 AlJDIO PATCH AOC aJS'ltIo\ $aJO.OO 3.B. <Om SIQIA BBG-144 $1, SoO.OO BATTERY AN1W-1WJER ProPAC90 2 $295.00 $590.00 BATTERY ~CS BP60 3 $68.00 ~204.00 BATTERY s:m BPaJ $130.00 BATTERY AN1W-IWJER DP40 4 $385.00 $1,540.00 BATTERY PRO iK 13 2 $385.00 $770.00 BATTERY BRACIŒr HITACHI CB21 2 $95.00 $190.00 BATTERY CHARGER s:m N::340B $295.00 BATTERY CHARGER ~IWJER BC40 3 $175.00 $525.00 BATTERY CHARGER AN1W-1WJER LSQ4 $585.00 BELT PAK a:.E'.A1!aJt CP100 4 $100.00 $400.00 O\BLE HITACHI tV501VE 2 $400.00 $8)0.00 CABLE-100M HITACBI 2 $1,330.00 $2,660.00 ,I' :ABLE-100M HITACHI Cl03CR 2 $1,330.00 $2,660.00 {' \ CABLE-100M HITACHI CB21 2 $1,330.00 $2,650.00 ,W:lIBIJ A , c><ffc. T ('~ "è.- I CABLe>, E:l:..ærRICAL CAMERA - CAMERA C7\SE WE C7\SE C7\SE WE CASSETTE WSE'l'l'E œu œu ŒARACl'ER <OmERA'IOR œARACTER GmERA'lOR .° ŒARACl'ER GmERA'lOR CAAR'lS <nIPRESSOR axJNTER CKSS RJLSE IX: EæER DæoD DESOLDER DISK DRIVE OOLLY OCILLY DUB CABLE EDITIVCR , EDI'lOR ~ALIZER FADER ...' 'lWIS'lUX]t SO I S HITACHI BITACBI KIWI lœ lœ lœ lœ T!XJINICS TEX:llNICS HITACBI BITACBI WANTA TEXSCAN vœ R:>Rl'APA'l'l'ERN œx 'l'EIcr'R:NIX VIDED AIDS B&K SCIm.An. WELLER TEXSCAN ITE ~ICRSET &NY s:m s:m UREI ADD1\ FP22 SK91 CC22P CC91P LCA C41ÐO RSM226 RSM85 0P2l 0P90 08 SYSTEM &>IIRM 'lMl024S 001-13 165A IX:510 CPGl 1650 6250 DS600 DSI< 4 D6 4-76010-4 VDC5 VO5850 RM440 535 EXHIBIT A tp(1.4P--, :;¿. =I, v~ 2 3 3 2 3 11 6 3 2 3 $200.00 $33,000.00 $225.00 $98.00 $2,440.00 $7,000.00 $3,400.00 $265.00 $SO.OO $7,395.00 $400.00 $14,000.00 $99,000.00 $75.00 $225.00 $67 5.00 $196.00 $142.00 $175.00 $350.00 $1,900.00 $7,320.00 $27 ,995.00 $77,000.00 $3,200.00 $335.00 $650.00 $3,38).00 $175.00 $390.00 $20,400.00 $450.00 $7,250.00 $795.00 $120.00 $100.00 $22,185.00 $1,770.00 $477.00 $530.00 " F"tW!E 'ŒK'IKmX ms1505 $625.00 .,. FRAME 'ŒK'IKmX RMS06 02 $6SO.00 , FRAME GRASS VALLEX' 34OD-T2A $775,.00 ~ erR LEADER LDC822 $320.00 HEAD ITE BlO 3 $1,475.00 $4,425.00 HEAD ITE Bl4 $995.00 HEAD aJIasET 4-72853-1 $595.00 HEADSET BEYER 171'108 4 $115.95 $463.aJ HEADSET BEYER I7l'lO9 4 $139.95 $559.8) HEADSET KOSS PRO4A $75.00 HEADSET R-<DLtHlIA BO2 $55.95 HEADSET s::m 2 $37.50 $75.00 I/FACE s::m RCC5F 2 $110.00 $220.00 IF DEM:D SYNO3RNXJS In:M 2 $3,675.00 $7,350.00 , IT M)D SYNO3RNXJS IFM 2 $3,675.00 $7,350.00 KEYBOARD ~ næ7 $6SO.00 LJ\MPS, REPIJ\CEMENI' SYLVANIA 15 $31.67 $475.00 LmS F(1j JXN Al4XlOERM $4,08).00 LmS F(1j JXN Al4Xl 0BlW $1,330.00 LmS FUJ JXN 2 $2,2SO.00 $4,500.00 LIGHT KIT BERlŒY MINI-PRO $950.00 LIGHT KIT IDm..L DP-4 $1,285.00 MAIN STATION a.EAR<nI MS200 $1,000.00 MIC EY EY635A $95.50 MIC SHURE SMl1æ 2 $95.00 $190.00 MIC 9.:NY ECMSOPS 2 $195.00 $390.00 MIC CABLE BELDEN 100 XLR 4 $100.00 $400.00 { MIC SNAKE 300' $900.00 ( MIXER SHURE SEJO $710.00 MIXER YAMAHA MS12 $2,000.00 f~B~~:AO/ & .. -. ~CDÐoI DM'EX:H 212 2 $650.00 $1,300.00 . IDOOLMOR saal.M7.. 6350 16 $3,400.00 $54,400.00 - ~I'lOR cnmAC 19" $6,700.00 IDNI'IOR cnmAC 13" 2 $4,000.00 $8,000.00 ~I'lOR HITJICIII VMI29 2 $390.00 $78).00 M:m'IDR PANASœIC 'm93 2 6 $250.00 $1,500.00 M:NI'lOR PANASœIC w.r5362 $795.00 M:NI'IOR sa¡y PmI900 $945.00 M:NI'lOR sa¡y <.vMl900 $1,095.00 ~I'IOR s:m tVMl270 2 $795.00 $1,590.00 ~IroR vmWl'EK IfU2RA 2 $695.00 $1,390.00 K.JL TIPLEXER TEXSCAN IMXl $600.00 NEWS SET aJSTCM $700.00 RUSE MEA 'l'EK'l'BCmX 1430 $4,115.00 .r OSCILLAroR TEK'lmiIIX &;505 02 $1,410.00 PATCH BAY NX:. PPI2226RS $110.00 PATCH BAY TlO!PETER JSI52 3 $2,200.00 $6,600.00 IDA GRASS VN.LF:i 3411V 2 $300.00 $600.00 PRCeE TEK'l'KNIX 010-6125-0 $SO.OO ProJEX::roR-16MM J:LM:) 16a. $950.00 pœEX::roR-35MM KOOAK $3,200.00 PInIPI'ER ÇJN VPS100 $6,100.00 PS SHmrRCN 2l1 $440.00 PS SHINlKN 213 $ SOl. 00 PS FRAME GRASS VN.LF:i 340OT2A $775.00 WAD ISI 659 $1,200.00 RACK LEADER LRA5 850 3 $1aJ.OO $540.00 ,/' RACK IDRIai $4,400.00 \ RACK s:m RMS01 7 $150.00 $1,OSO.OO RF IDD sa¡y RFU634 3 $75.00 .. $225.00 EXHIBIT A YfA..-;LJ t¡. H &, . . . , a:ùrm; SUTCH-l2Xl PAN1I.'3œIC HJ225R 4 $3SO.00 $1,400.00 - 1UJTm> Sirn:B-6Xl PAN1I.'3œIC HJ220R 3 $175.00 $525.00 ..... SCIH Mm LEI'1QI sœ-73ON $1,OSO.,OO sro ISI 904 $16,400.00 SPENŒR JBL 4401 2 $lSO.00 $300.00 SPENŒR 0RMaIE 2 $100.00 $200.00 SPREADER SH:.Im.ER $75.00 STAND wa.T PRO $125.00 STATIœ a.EARCX:M muoo 2 $600.00 $1,200.00 STATICII a.EARCX:M PRC3 4 $89.95 $359.8) S'l'ERFD- 7 5 (EM 'l'EK'l'R:NIX 011-0100- $70.00 srICltS <XX:HÐR C-44O-o $SOO.OO SUN GUN CINE 60 $1,500.00 SYNC <Om LEI'1Q CTG-22ON $6,300.00 , '\BC AtJDiI. AC2OAS $16,400.00 'l'ELECINE LAIRD S100 $3,750.0r ~<Om LFADER LCG400 2 $1,990.00 $3,9aJ.00 'lOOL KIT JENSEN T-99DST $48).00 TRIcxrrPUT P. S. B 'K 16SO $400.00 TRIroD ITE T10 3 $695.00 $2,085.00 TRIroD QUICltSET 4-73500-7 $295.00 VAN/<D\CH Q.F QCI GRUM $120,000.00 VANo/:IRIro K>BILE.VID $7,400.00 VANo/:IRIro Nl'L'lUEC $22,000.00 VCR SCNY VO5600 3 $2,395.00 $7 ,185.00 VCR CABLE HITACHI CSO1VD $240.00 VCR/roRl'ABLE SCNY VO48)O $3,2SO.00 ,/ vCR/REX:: s:m VO5aJO 2 $4,590.00 $9,18).00 { ~ GRASS VM..IE:l 3402 4 $430.00 $1,720.00 VDA GRASS VÞJ.,JEY 3403 4 $525.00 $2,100.00 ~181I A 'P ().J~ ~- ð=¡( (p ,. '. " . . VDA. SBINDOI 2SO 4 $250.00 $1,000.00 '1DI\. GRASS VAUEi 3400 5 $230.00 $1,150.00 - I1EC'lORSCDPE LEADER LVS5850 3 $2,OSO.00 $6,150.00 VECroRSCDPE 'J.'Œl'R:NIX R52OA $7,425.00 VBS JVC BR640O'm $1,785.00 VID DELAY M.LEN VPO255 $197.00 VIDm CDRœ AOC CCl076N 12 $16.67 $200.00 VIDEO cmœ 'DOIPETER 12 $16.67 $200.00 VIDm JH:.KS AOC SJ20000N75 $1,600.00 vmm JH:.KS 'IlU!PE'I'ER Jl4WrR 13 $31.85 $414.00 WAVEroRM LEADER lBO5860 3 $2,OSO.00 $6,150.00 WIRELESS CLF.AR<:X:M WRS3 $495.00 Sub Total $728,431.35 Tax & ShiWing - 10% $72, 843 .14 GRI\ND '1Ur1\L $8)1,274.49 ,I' EXHIBIT A P 0-f1U ~ or; (p .. GROUP W CABLE, INC. SANTA ANA SYSTEM Channel Lineup CHANNEL PROGRAM 1 2 3 Program Guide/Cable; AP News KCBS (2-CBS) Los Angeles KYOU - Santa Ana (Local Origination, Public Acess, Government Access) KNBC (4-NBC) Los Angeles KTLA (5-IND) Los Angeles CNN Headline News KABC (7-ABC) Los Angeles CNN Cable News Network KHJ (9-IND) Los Angeles C-SPAN Public Affairs KTTV (ll-IND) Los Angeles WGN Chicago KCOP (13-IND) Los Angeles FAA FAA FAA Lifetime KSCI (18-IND) San Bernardino Satellite Program Network USA Network (Sports) ESPN Sports Network KWHY (22): National Jewish TV - Los Angeles Disney KVCR (24) Educational: (Silent) Network, San Bernardino WTBS Atlanta Nashville Network MTV Music Television KCET (28-PBS) Los Angeles Genesis Story time Shopping Channel 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 EXHIBIT B '" \. ", ,~,. . . Santa Ana System Page 2. CHANNEL PROGRAM 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 57 Nickelodeon; Arts and Entertainment Network The Learning Channel; Home Theater Network (HTN) CSUF-TV Ca1 State Fullerton, Professional Education KMEX (34-SIN) Los Angeles AP Spanish News; Community Bulletin Board- Spanish Galavision (Spanish, Community Bulletin Board) Weather Channel Cinemax Showtime KTBN (40-REL) San Bernardino American Christian Television Systems; Santa Fe Comm (REL) Leased Access National Christian Network Christian Broadcast Network FAA KIHS (46-REL) Ontario Interactive (pay-per-View) Diocese of Orange Santa Ana Unified School District - Information KOCE (50-PBS) Huntington Beach Home Box Office The Music Channel Santa Ana College - Community Bulletin Board The Movie Channel Z Channel KDOC (56-IND) Anaheim BET; Modern Satellite Network (Video Concert Hall, Prime of Life, American Movie Classics) KLCS (58-EDUC); Dow Jones Cable Los Angeles Bravo; Financial News Network PTL The Inspirational Network 58 59 60 EXHIBJI 8 ~ ' ." '. .c" ',' , "" . \ . . . . < Wl8184 GR:XJP W CABLE SANTA ANA Insti tutiona1 Network - Free Dro¡:e Facility Name sœ::x:x.s 1Idams Elementary School Carr InteImediate School ' Centennial Park Education Center Central Food Facilities Diamonc1 Elementary School Edison Elementary School Exploratory Learning Center Franklin Elementary School Frerront Elementary School OOJSD - Fitz Intetmediate School OOJSD - Hazard Elementary School <nJSD - Beritage Elementary School <nJSD - Newhope Elementary School <nJSD - Rosita Elementary School <nJSD - Russell Elenentary School Greenville Fundamental School Harvey School Hoover Elementary School IImaculate Beart of Mary School Jackson Elementary School Jefferson Elementary School Lathrop School Lincoln School Icwell School I'.acArthur Fundamental School Maàison School Margaret Grant Elementary School Martin School Mater Dei Sigh School McFadden Intermediate School Mitchell School Monroe Elementary School Manta Vista School Mountain View Continuation School Orange Unified - Fairhaven Elementary OUr Lady of the Pillar School Ranington School Roosevelt Elementary School Saddleback Bigh School Saint Anne's School Saint Barbara's School Saint Joseph's School Santa Ana College-Library Media P1ayout Santa Ana Sigh School Santa Ana tlnified School District-N Center Santiago School Sierra Intermediate School Sp.¡rgeon Intetmediate School Student Services Center Taft Elementary School ' Taft School for Bearing Imp>~red ~lBLI-.(; Address 2130 Raitt St., South 2120 Edinger Ave., West 3000 Edinger Ave., West 1601 Center St., South 2305 Edinger Ave., West 2063 Orange Ave., South 3101 Harvard St., West 210 CUbbon St., West 1930 Tenth St., West 4600 McFadden Ave., West 4218 Hazard Ave., West 426 Andres Place, South 4419 llegent Drive, West 4726 Hazard Ave., West 600 Jackson St., South 3600 Raitt St., South 1635 Center St., South 408 Santa Qara Ave., East 2204 McFadden Ave., West , 1143 Nakana Drive, South 1522 Adams St., We:. 1111 Broadway, South 425 Sullivan St., South 915 Richland Ave., West 600 Alton Ave., ¡¡est 1124 Hobart St., East 333 Walnut St., East 939 Wilshire Ave. 1202 Edinger Ave., East 2701 Raitt St., South 3001 Harvard St., West 417 Central Ave., East 2116 Monta Vista Ave. 3002 Centennial Road 1415 Fairhaven Ave., East 601 Western Ave., North 1325 Fourth St., East SOl Salladay St., South 2aJ2 Flower St., South 1324 Main St., South 5306 McFadden Ave., West 608 Civic Center Drive, East Seventeenth at Bristol 520 Walnut St., West 1405 French St., North 2212 Baker St., North 1901 McClay St., North 2701 Fifth St., West 1629 Center St., South, , 500 Keller Ave., West SOO Keller Ave., We..t , , c . c, '.,(> . ' , I ~~. ' ..., . , , . <, - 0' "'. Valley High School Washington Elementary School Willard Intermediate School Wilson School 'roI'AL SCIDOLS 1aJ1 Greenville St., South 910 Anahurst Place 1342 Ross St., North 1317 Baker St., North 55 <VJEFU!ENT FACILITIæ Birch Park - senior Center Board of SUpervisors' Clambers-Hall of Adm. City Council Chambers City Hall Ci ty Ball Annex/Audi tor i um-Future Corbin Camumity Center El Salvador Park Center Fire Dept. - Administration Fire Station f 1 Fire Station f 2 Fire Station f 3 Fire Station f 4 Fire Station f 5 Fire Station f 6 Fire Station f 7 Fire Station f 8 Fire Station f 9--Future Fire Station no GSA FadIi ties Operations Canp1ex Jerome Park Center - pecreation Library-Main Branch Mcfadden Branch Library Newhope Branch Library Police - Central Headquarters Police Substation-Corbin Center Santa Ana Municipal Stadium Santa Ana Zoo Santa Anita Park Center South Main Police Substation west-end Police Substation 'roI'AL OOJERNMENT naLITIES 210 Birch St., North 10 Civic Center Plaza 20 Civic Center Plaza 20 Civic Center Plaza 23 Civic Center Plaza 2215 McFadden Ave., West 1825 Civic Center Drive, West 1439 Broaàiay, South 1029 Seventeenth St., West 1668 Fourth St., East 419 Franklin St., South 1427 Brœàiay, South 120 Walnut st., West 950 MacArthur Blvd., West 2317 Greenvil1e St., South 501 Newbope St., North 2726 Grand Ave., South 2301 Grand Ave., North 1143 Fruit St., East 726 Center St., South 26 Civic Center Plaza 2627 McFadden Ave., West 122 Newhope St., North 24 Civic Center Plaza 2215 McFadden Ave., West 602 Flower St., North 1700 First St., East 300 Figueroa St., South 1760 Main St., South 411 Harbor Blvd., North 30 0l'HER FACILITIæ Bowers Museum-Main Gallery Group W Cable Office Public Access Studio Regional O::cupation Program Santa Ana OIamber of Cœmerce Transportation Center . 'roI'AL 0l'HER FACILITIES .. 2000 Main St., North 1400 Main St., North 3000 Edinger Ave., West 2200 Fairview Ave., South 600 Santa Ana Blvd., West 6 GRAND 'roI'AL 91 EXHIBIT C