Att A – Comcast Franchise Agreement
V2

CITY OF SEATTLE
CABLE TELEVISION FRANCHISE AGREEMENT

BY AND BETWEEN
THE CITY OF SEATTLE
AND
COMCAST CABLE COMMUNICATIONS MANAGEMENT, LLC

 Att A – Comcast Franchise Agreement
V2

SECTION 1. NATURE AND TERM OF GRANT .................................................................... 1
1.1 Grant of Franchise................................................................................................................. 1
1.2 Duration of Franchise. .......................................................................................................... 1
1.3 Effective Date. ...................................................................................................................... 1
1.4 Competitive Equity………………………………………………………………………... 1
1.5 Relationship to Other Laws. ................................................................................................. 2
SECTION 2. CITY'S PRINCIPLES AND INTENT ................................................................. 3
SECTION 3. DEFINITIONS ....................................................................................................... 4
SECTION 4. FRANCHISE AREA.............................................................................................. 9
4.1 Franchise Area. ..................................................................................................................... 9
SECTION 5. PROGRAMMING ................................................................................................. 9
5.1 Grantee Compliance.............................................................................................................. 9
5.2 Maintenance of Existing Conditions..................................................................................... 9
5.3 Expanded Programming and Channel Capacity. .................................................................. 9
5.4 Ascertainment Process. ....................................................................................................... 10
5.5 Deletion or Reduction of Programming Categories............................................................ 11
5.6 Obscenity. ........................................................................................................................... 11
5.7 Parental Control Device. ..................................................................................................... 11
5.8 Leased Access Channels. .................................................................................................... 12
SECTION 6. PUBLIC, EDUCATIONAL AND GOVERNMENT ACCESS ....................... 12
6.1 Designated Access Managers.............................................................................................. 12
6.2 PEG Access Channel Capacity. .......................................................................................... 12
6.3 PEG Access Channel Assignments. .................................................................................... 13
6.4 PEG Funding. ...................................................................................................................... 14
6.5 PEG Access Programming. ................................................................................................. 15
6.6 PEG Access Interconnections. ............................................................................................ 15
6.7 Changes in Technology. ...................................................................................................... 16
6.8 Technical Quality. ............................................................................................................... 16
6.9 Complimentary Service…………………………………………………………………...17
6.10 PEG Access Channel Viewership Information. ............................................................... 18
6.11 PEG Information for Subscribers. .................................................................................... 18
6.12 Cost Treatment of PEG Costs. ......................................................................................... 18
SECTION 7. GENERAL CABLE SYSTEM REQUIREMENTS.......................................... 18
7.1 Cable System Characteristics. ............................................................................................. 18
7.2 Cable System Functionality. ............................................................................................... 19
7.3 Emergency Alert System. ................................................................................................... 20
SECTION 8. UPGRADE & EXTENSION PROJECT SPECIFICATIONS ........................ 20
8.1 Introduction. ........................................................................................................................ 20
8.2 Cable System Rebuild Timeframe. ..................................................................................... 20
8.3 Construction Plan and Practices Submittals and Approvals. .............................................. 20
8.4 Compliance with Construction and Safety Standards……………………………………..20
8.5 Quality of Work. ................................................................................................................. 21
8.6 Quality of Service. .............................................................................................................. 21
8.7 Construction and Work Permits, Licenses and Permission. ............................................... 21
8.8 Construction Area Safety and Cleanup. .............................................................................. 21
8.9 Component and Cable System Tests, Records and Test Points. ......................................... 21

 Att A – Comcast Franchise Agreement
V2

8.10 Service Cutover Process. .................................................................................................. 21
SECTION 9. TECHNICAL OPERATION AND MAINTENANCE STANDARDS AND
REQUIREMENTS...................................................................................................................... 21
9.1 Technical and Safety Standards. ......................................................................................... 21
9.2 Network Monitoring and Repair. ........................................................................................ 22
9.3 Routine Maintenance and Performance Testing. ................................................................ 22
9.4 Spare Parts. ......................................................................................................................... 22
9.5 Testing Notification. ........................................................................................................... 22
9.6 NESC Records. ................................................................................................................... 22
9.7 Service Connections............................................................................................................ 22
SECTION 10. SUBSCRIBER AND SERVICE STANDARDS .............................................. 23
10.1 Subscriber Service Standards, Complaint Procedure, Reporting, and Credits. ................ 23
10.2 Subscriber Rights. ............................................................................................................. 23
SECTION 11. COMPENSATION AND AUDITING ............................................................. 24
11.1 Amount of Compensation ................................................................................................. 24
11.2 Effect of Additional Commitments on Franchise Fees. .................................................... 24
11.3 Payment of Franchise Fees on Bundled Services. ............................................................ 25
11.4 Payments and Monthly Reports. ....................................................................................... 25
11.5 Interest on Late Payments. ................................................................................................ 26
11.6 Acceptance of Payment and Recomputation. ................................................................... 26
11.7 Audits. ............................................................................................................................... 26
11.8 Compensation for Non-Cable Services. ............................................................................ 26
11.9 No Offset or Credit Against Franchise Fees. .................................................................... 26
SECTION 12. INDEMNIFICATION, INSURANCE, BONDS AND SECURITY FUND. . 27
12.1 Indemnification. ................................................................................................................ 27
12.2 Insurance. .......................................................................................................................... 28
12.3 Construction Bond. ........................................................................................................... 29
12.4 Performance Bond............................................................................................................. 30
12.5 Security Fund or Letter of Credit. ..................................................................................... 30
SECTION 13. GENERAL USE OF AND CONSTRUCTION IN RIGHT OF WAY .......... 32
13.1 Relationship with Other Laws. ......................................................................................... 32
13.2 Construction. ..................................................................................................................... 32
13.3 Relocation. ........................................................................................................................ 33
13.4 Restoration of City's Rights of Way. ................................................................................ 33
13.5 Maintenance and Quality of Work. ................................................................................... 33
13.6 Acquisition of Facilities. ................................................................................................... 33
13.7 Reservation of City Right of Way Rights. ........................................................................ 34
13.8 Reservation of Rights and Privileges. ............................................................................... 34
13.9 Street Vacation. ................................................................................................................. 34
13.10 Discontinuing Use of Facilities....................................................................................... 34
13.11 Hazardous Substances. .................................................................................................... 35
13.12 Undergrounding of Cable. .............................................................................................. 35
13.13 Construction Codes. ........................................................................................................ 35
13.14 Construction and Use of Poles. ....................................................................................... 35
SECTION 14. TRANSFER OR ASSIGNMENT ..................................................................... 36

 Att A – Comcast Franchise Agreement
V2

SECTION 15. PROCEDURES IN THE EVENT OF EXPIRATION, TERMINATION,
REVOCATION, OR NON-RENEWAL ................................................................................... 36
SECTION 16. REGULATION OF RATES AND CHARGES ............................................... 36
16.1 City Regulation. ................................................................................................................ 36
16.2 Filing of Rates and Charges. ............................................................................................. 36
16.3 Changes in Rates and Charges. ......................................................................................... 37
16.4 Reasonable Discounts Provided........................................................................................ 37
16.5 Multiple Dwelling Unit Buildings. .................................................................................. 37
16.6 Downgrade Charges. ......................................................................................................... 38
16.7 Reserved City Authority. .................................................................................................. 38
SECTION 17. RECORDS AND REPORTS ............................................................................ 38
17.1 Open Records. ................................................................................................................... 38
17.2 Annual Reports. ................................................................................................................ 39
17.3 Public Hearing. ................................................................................................................. 41
17.4 Reports of Regulatory Violations. .................................................................................... 41
SECTION 18. EQUAL EMPLOYMENT ................................................................................. 41
18.1 Non-Discrimination in Employment and Benefits. .......................................................... 41
18.2 Women and Minority Business Enterprises (“WMBE”). ................................................. 42
SECTION 19. REMEDIES FOR NON­COMPLIANCE ........................................................ 42
19.1 Termination. ...................................................................................................................... 42
19.2 Liquidated Damages. ........................................................................................................ 42
19.3 Relationship of Remedies. ................................................................................................ 44
19.4 Non­Waiver....................................................................................................................... 44
19.5 Cost Treatment of Fines, Liquidated Damages, Damages. ............................................... 44
SECTION 20. MISCELLANEOUS PROVISIONS ................................................................ 45
20.1 Compliance with Laws. .................................................................................................... 45
20.2 Arbitration. ........................................................................................................................ 45
20.3 Severability. ...................................................................................................................... 47
20.4 No Recourse Against City. ............................................................................................... 47
20.5 Action by Agencies or Courts. .......................................................................................... 47
20.6 Other Cable Franchises. .................................................................................................... 47
20.7 Choice of Forum. .............................................................................................................. 47
20.8 Force Majeure. .................................................................................................................. 47
20.9 Notice. ............................................................................................................................... 47
ATTACHMENT A. CORPORATE GUARANTY .................................................................. 49

 Att A – Comcast Franchise Agreement
V2

SECTION 1. NATURE AND TERM OF GRANT
1.1 Grant of Franchise.
(A) The City of Seattle hereby grants to Comcast Cable Communications Management,
LLC, a Washington Corporation, having its principal place of business in Lynnwood,
Snohomish County, Washington, a Franchise to install, construct, operate and maintain a
Cable System to provide Cable Services under such terms and conditions as are set forth
in this Franchise.
(B) Throughout this Franchise, the City of Seattle, Washington shall be referred to as the
“City,” and Comcast Cable Communications Management, LLC shall be referred to as
the “Grantee.”
1.2 Duration of Franchise.
The term of this Franchise, and all rights, privileges, obligations, and restrictions pertaining
thereto, shall be ten (10) years from the Effective Date of this Franchise, unless terminated
earlier as provided herein.
1.3 Effective Date.
The Effective Date of this Franchise shall be January 21, 2016, subject to applicable law.
1.4 Competitive Equity.
(A)
The City reserves the right to grant additional franchises or similar authorizations
to provide Video Programming services via Cable Systems or similar wireline systems located in
the Right of Way. The City intends to treat wireline competitors in a nondiscriminatory manner
in keeping with federal law. If, following the Effective Date of this Franchise, the City grants
such an additional franchise or authorization to use the Right of Way to provide such services
and Grantee believes the City has done so on terms materially more favorable than the
obligations under this Agreement, then the provisions of this subsection 1.4 will apply.
(B)
As part of this Franchise, the City and Grantee have mutually agreed upon the
following terms as a condition of granting the Franchise, which terms may place the Grantee at a
significant competitive disadvantage if not required of a wireline competitor: the Franchise Fee,
PEG funding, PEG Access Channels, records and reports, and customer service obligations
(hereinafter “Material Obligations”). The City and Grantee agree that these Material Obligations
bear no relationship to the technology employed by the Grantee or a wireline competitor and as
such can reasonably be expected to be applied fairly across all wireline competitors. The City
and Grantee further agree that this provision shall not require a word for word identical franchise
or authorization for competitive equity so long as the regulatory and financial burdens on each
entity are generally equivalent.
(C)
Within one (1) year of the adoption of a wireline competitor’s franchise or similar
authorization, Grantee must notify the City in writing of the Material Obligations in this
Franchise that exceed the Material Obligations of the wireline competitor’s franchise or similar
authorization. The City shall have one hundred twenty (120) days to agree to allow Grantee to
1

 Att A – Comcast Franchise Agreement
V2

adopt the same Material Obligations provided to the wireline competitor, or dispute that the
Material Obligations are different. In the event the City disputes that the Material Obligations
are different, Grantee may bring an action in federal or state court for a determination as to
whether the Material Obligations are different and as to what franchise amendments would be
necessary to remedy the disparity. Alternatively, Grantee may notify the City that it elects to
immediately commence the renewal process under 47 U.S.C. § 546 and to have the remaining
term of this Franchise shortened to not more than thirty (30) months.
(D)
Nothing in this subsection 1.4 is intended to alter the rights or obligations of
either party under applicable federal or state law, and it shall only apply to the extent permitted
under applicable law and FCC orders. In no event will the City be required to refund or to offset
against future amounts due the value of benefits already received.
(E)
This provision does not apply if the City is ordered or required to issue a franchise
on different terms and conditions, or it is legally unable to do so; and the relief is contingent on
the new Cable Operator actually commencing provision of service in the market to its first
customer. Should the new Cable Operator fail to continuously provide service for a period of six
(6) months, the City has the right to implement this Franchise with its original terms upon one
hundred eighty (180) days’ notice to Grantee.
(F)
This Section does not apply to open video systems, nor does it apply to common
carrier systems exempted from franchise requirements pursuant to 47 U.S.C. § 571; or to systems
that serve less than 5% (five percent) of the geographic area of the City; or to systems that only
provide video services via the public Internet.
1.5 Relationship to Other Laws.
(A) Grantee’s Franchise is subject to all lawful terms, conditions, and provisions of this
Franchise; of Seattle Municipal Code Chapter 21.60 ("SMC 21.60," or "Cable Code") as the
same is now or hereafter amended by lawful exercise of the City’s police powers; and of the
Communications Act of 1934, as amended by the Cable Consumer Protection Act of 1984, the
Cable Communications Consumer Protection and Competition Act of 1992, and the
Telecommunications Act of 1996, as the same is now or hereafter amended.
(B) Grantee’s rights hereunder are subject to the lawful exercise of the City’s police
power. Nothing in this Franchise shall preclude or prohibit the City from enacting any ordinance
in the interest of public health, safety and welfare, which may impact the Grantee in its operation
of the Cable System, as a proper exercise of the City’s police power. Grantee acknowledges that
the City may modify its regulatory policies by lawful exercise of the City’s police powers
throughout the term of this Franchise.
(C) Grantee reserves all rights it may have to challenge the lawfulness of any City Code
provision or modification whether such rights arise in contract or at law. The City reserves all of
its rights and defenses to such challenges whether arising in contract or at law.
(D) It is the intent of both parties that each party shall enjoy all rights and be subject to all
obligations of this Franchise for the entire term of the Franchise and, to the extent any provisions
2

 Att A – Comcast Franchise Agreement
V2

have continuing effect, after its expiration. However, both parties recognize that the technology
of cable television and related technologies are in a state of flux and that regulatory conditions
and franchise rights and powers may change drastically during the term of this Franchise.
Should such changes occur, the City and Grantee shall negotiate in good faith to amend the
Franchise to preserve the rights and obligations of the City and Grantee hereunder to the fullest
extent consistent with such changes.
SECTION 2. CITY'S PRINCIPLES AND INTENT
The following provisions are statements of the City's intent in entering into this Franchise, but do
not necessarily reflect Grantee’s intent, and shall not supplant or modify specific provisions of
the Franchise:
(A) Ensure that Seattle stays at the forefront of technology by keeping the Cable System
up to date with features meeting the current and future cable­related needs and interests
of the community;
(B) Encourage the widest feasible scope and diversity of Programming and other
services to all City residents consistent with community needs and interests;
(C) Encourage competitive, affordable, and equal access to advanced communications
services of all kinds to residents of the City of Seattle on a non-discriminatory basis;
(D) Ensure that Seattle residents have the opportunity to view public, educational, and
governmental Programming;
(E) Ensure that rates and charges for cable Programming, equipment, and services
provided over the Cable System are affordable and consistent with federal standards;
(F) Ensure that Seattle residents receive high quality customer service;
(G) Ensure that the City receives appropriate compensation for the use of its facilities
and property and that installation and maintenance of cable Facilities comply with all
applicable City regulations, and do not interfere with the City's legitimate use of its own
facilities and property;
(H) Encourage competition among Cable Operators and between Cable Operators and
other providers of communications services;
(I) Protect the City's interests and the health, safety, and welfare of its residents; and
(J) Provide for timely mandatory Government Access to all Cable Systems in times of
civil emergency.

3

 Att A – Comcast Franchise Agreement
V2

SECTION 3. DEFINITIONS
For the purpose of this Franchise, and all attachments hereto, the following terms, phrases, and
their derivations shall have the meanings given below unless the context clearly mandates a
different interpretation. Where the context so indicates, the present tense shall imply the future
tense, words in plural include the singular, and words in the singular include the plural. The word
"shall" is always mandatory and not merely directory.
3.1 “Access" means the right of certain agencies, institutions, organizations, groups and
individuals in the community, including the City and its designees, on a non-discriminatory
basis, to use the Cable System for specific non-commercial purposes, including the right to
acquire Programming, to create Programming free from outside control including that of the
Grantee, and to distribute and receive Programming over the Cable System.
3.2 "Access Channel," “PEG Access Channel,” or “PEG Channel” means any Channel, or
portion of a Channel on a Cable System required by the Franchise to be dedicated by the Grantee
for public, educational, or governmental use.
3.3 "Affiliated Entity" means any enterprise that owns or controls the Grantee, or is owned or
controlled by the Grantee, or otherwise has ownership or control in common with the Grantee,
including, without limitation, Grantee's Parent Corporations and any subsidiaries or affiliates of
such Parent Corporations that meet this definition.
3.4 "Basic Service" or "Basic Service Tier" means the lowest priced tier of Cable Service offered
by Grantee and includes, at a minimum, all signals of domestic television broadcast stations
provided to any Subscriber (except a signal secondarily transmitted by satellite carrier beyond
the local service area of such station, regardless of how such signal is ultimately received by the
Cable System), any public, educational, and governmental Programming required by the
Franchise to be carried on the Basic Service Tier, and any additional Video Programming signals
or service added to the Basic Service Tier by the Grantee.
3.5 "Cable Operator" means any Person or group of Persons (a) who provides Cable Services
over a Cable System and directly or through one or more affiliates owns a significant interest in
such Cable System, or (b) who otherwise controls or, through any arrangement, is responsible for
the management and operation of such a Cable System.
3.6 "Cable Services" means (a) the one-way transmission to Subscribers of (i) Video
Programming or (ii) other programming service and (b) Subscriber interaction, if any, that is
required for the selection or use of such Video Programming or other programming service. For
purposes of this definition, “other programming service” means information that the Grantee
makes available to all Subscribers generally.
3.7 "Cable System" means a cable system as defined in Title VI of the Federal Communications
Act of 1934, 47 U.S.C. § 522(7), as amended, and any implementing regulations.

4

 Att A – Comcast Franchise Agreement
V2

3.8 "Channel" means a portion of electromagnetic frequency that is used in a Cable System and
that is capable of delivering a television channel as defined by the FCC.
3.9 "City" means The City of Seattle, a municipal corporation of the State of Washington.
3.10 "City Council" means the legislative body of the City of Seattle.
3.11 "Demarcation Point" means the physical point at which the Cable System enters a
Subscriber's home or Dwelling Unit or building. The Demarcation Point for a PEG facility shall
be the termination panel located at the PEG facility.
3.12 "Designated Access Managers" means the entity or entities designated by the City under
subsection 6.1.
3.13 "Document" or "Records" means written or graphic materials, however produced or
reproduced, or any other tangible permanent documents, including those maintained by computer
or other electronic or digital means, and including, but not limited to, financial documents that
may be required for audit purposes and that are maintained by the Grantee in the ordinary course
of conducting its business.
3.14 "Downgrade Charges" means charges Grantee may impose for implementing a request for a
change or reduction of Cable Services to less than current services or tiers.
3.15 "Downstream Channel" means a Channel capable of carrying a transmission from a
Headend to other points on a Cable System, including Interconnection points.
3.16 "Dwelling Unit" means any building, or portion thereof, that has independent living
facilities, including provisions for cooking, sanitation and sleeping, designed for residential
occupancy and includes "household" as that term is used in the Federal Cable Act, 47 U.S.C. §
521, et seq. Fraternity, sorority houses, and buildings with more than one set of facilities for
cooking, unless the additional facilities are clearly accessory, are Multiple Dwelling Unit
buildings.
3.17 "Educational Access" means Access for Schools and other educational institutions and
entities.
3.18 “Effective Date” means the Effective Date of this Franchise (see subsection 1.3).
3.19 "Facility" means any distribution component of a Cable System.
3.20 "FCC" means the Federal Communications Commission.
3.21 "Fiber Optic" refers to a transmission medium of optical fiber cable and the electronics,
software and equipment that support delivery of Cable Services by means of the optical fiber
cable.
5

 Att A – Comcast Franchise Agreement
V2

3.22 "Franchise" means this Franchise Agreement.
3.23 "Franchise Area" means the area within the City as specified in Section 4.1 hereof within
which the Grantee is authorized to provide Cable Services under this Franchise, and any
modification thereof.
3.24 “Franchise Fee” means consideration paid by Grantee for the privilege to construct and/or
operate a Cable System in the Franchise Area as set forth in Section 11, in accordance with
Section 622 of the Cable Act.
3.25 "Government Access" means Access for governmental entities or their designees.
3.26 “Grantee” means Comcast Cable Communications Management, LLC, its lawful
successors, transferees and assignees.
3.27 "Gross Revenues" means all revenue received by the Grantee, in whatever form and from
all sources, derived from the operation of Grantee's Cable System to provide Cable Services in
the Franchise Area, including any revenue received by the Grantee from any use of any
component of the Cable System for any purpose by the Grantee or by others. Gross Revenues
shall include, without limitation, revenue received from: 1) Cables Services; 2) converter and
equipment rentals; 3) advertising; 4) installations; 5) sales occurring as a result of home shopping
or similar Programming; 6) Leased Access Channels; 7) sales of Programming guides; 8)
Franchise Fees; and 9) fees, payments or other consideration paid by Programmers and
commissions on advertising accounted for in accordance with generally accepted accounting
principles (GAAP).
Gross Revenues shall not include revenues received from
telecommunications services or revenues received by third parties unless such revenues are of a
type normally received by the Grantee prior to the date of this Franchise or would normally be
received by a Cable Operator similarly situated in the ordinary course of business as
compensation for use of the Cable System.
Gross Revenues shall be determined without deduction for (1) any operating expense; (2) any
accrual; or (3) any other expenditure, regardless of whether such expense, accrual or expenditure
reflects a cash payment, and revenue shall be counted only once in determining Gross Revenues.
Gross Revenues shall not include funds that the Grantee is legally obligated to collect as sales or
similar taxes imposed directly on Subscribers.
This definition shall be construed so as to include all Gross Revenues to the maximum extent
permitted by federal and state law, except to the extent specifically excluded in this subsection,
and encompasses revenues that may develop in the future, whether or not anticipated. If a
statutory change in state or federal law or a decision of the FCC or a court of competent
jurisdiction expands the categories of revenue available to the City for the Franchise Fee
assessment beyond those permitted under this definition as of the Effective Date, that change
shall automatically be included in the definition of Gross Revenues under this Franchise,
provided that the City imposes the same requirement upon any other similarly situated
multichannel video provider over which the City has jurisdiction and authority to impose such
fees.
6

 Att A – Comcast Franchise Agreement
V2

3.28 "Guarantor" means any entity that expressly issues a guaranty of Grantee's obligations
under the Franchise, as set forth in Section 14.
3.29 "Headend" means a facility for signal reception and/or dissemination on the Cable System,
including all related equipment, such as cable, antennas and wires, satellite dishes, monitors,
switchers, modulators, computers, software, processors for television broadcast signals,
equipment for the Interconnection of Grantee's Cable System with adjacent cable systems and for
Interconnection of any separate networks which are part of Grantee's Cable System.
3.30 "Initial" or "Initially" means as of the Effective Date of this Franchise.
3.31 "Interconnect," "Interconnected," or "Interconnection" means the provision of an electronic
linkage between Grantee's Cable System and Cable Services or any part, designated Channel or
signal pathway thereof and any other designated Cable System and Cable Services or any part,
designated Channel or signed pathway thereof, with the result that Cable Services of high
technical quality may be transmitted between such Cable Systems or Programmers.
3.32 "Leased Access Channel" means a Channel or portion of a Channel made available by
Grantee for Programming by others for a fee.
3.33 “Liquidated Damages" means any requirement imposed on the Grantee to pay specified
sums to the City as a result of performance deficiencies and/or Franchise violations identified
herein.
3.34 “Multiple Dwelling Unit” or “MDU” means an apartment building, condominium building,
or cooperative.
3.35 “Non-Cable Services” means any service that is distributed over the Cable System, other
than a Cable Service.
3.36 “Non-Standard Installation” (see subsection 9.7(C)).
3.37 "Normal Business Hours" means the hours from 9:00 a.m. to 7:00 p.m., Monday through
Friday, and 9:00 a.m. to 5:00 p.m., Saturday, excluding federal, state or City holidays.
3.38 "Normal Operating Conditions" means service conditions within the control of the Grantee.
Those conditions that are not within the control of the Grantee include, but are not limited to,
natural disasters, civil disturbances, power outages, telephone network outages, and severe or
unusual weather conditions. Those conditions that are ordinarily within the control of the
Grantee include, but are not limited to, special promotions, pay­per­view events, rate increases,
regular peak or seasonal demand periods, and maintenance or Upgrade of the Cable System.
3.39 "Parent Corporation" means any existing or future corporation, entity, or person with
greater than fifty percent (50%) ownership or control over Grantee.

7

 Att A – Comcast Franchise Agreement
V2

3.40 "PEG Access" means Public Access, Educational Access, and Government Access, jointly
or severally.
3.41 "Person" means any sole proprietorship, partnership, association, corporation or other form
of organization authorized to do business in the State of Washington, and any natural person.
3.42 "Programmer" means any Person who prepares, produces or provides Programming that is
intended for transmission on a Cable System.
3.43 "Programming" means the video, audio, multimedia or other material or programs prepared
for or capable of transmission on a Cable System, or, as the context requires, the process of
causing such material to be created, received, transmitted or distributed on a Cable System.
3.44 "Public Access" means Access for the public, including organizations, groups and
individuals.
3.45 "Puget Sound Region" or "Region" or "Regional" means the geographic area of King,
Pierce, and Snohomish counties.
3.46 "Rebuild" means to upgrade the Cable System in accordance with Section 8.
3.47 "Right of Way" means the surface of and the space alongside, above and below any street,
road, highway, freeway, lane, sidewalk, alley, court, boulevard, parkway, drive, utility easement
and road right­of­way now or hereafter held or administered by the City.
3.48 "School" means any public educational institution accredited by the State of Washington,
including primary and secondary schools (K­12), and colleges and universities (excluding the
dormitories, fraternity and sorority houses of such institutions).
3.49 “Service Interruption” means any loss of picture or sound on one or more cable Channels.
3.50 “Standard Installation” (see subsections 9.7(A) and (B)).
3.51 "Subscriber" means any Person who is lawfully receiving, for any purpose or reason, any
Cable Service whether or not a fee is paid, including each such Person in a Multiple Dwelling
Unit building, except for purposes of reporting or cost allocation, where equivalent subscriber
basis may be used.
3.52 "Tier" means Programming Services offered by Grantee to Subscribers as a package.
3.53 "Upgrade" means an improvement in any technical aspect of a Cable System.
3.54 "Upstream Channel" means a Channel capable of carrying a transmission to a Headend
from any other point on a Cable System including Interconnection points.

8

 Att A – Comcast Franchise Agreement
V2

3.55 “Video Programming” means Programming provided by, or generally considered
comparable to programming provided by, a television broadcast station.
SECTION 4. FRANCHISE AREA
4.1 Franchise Area.
(A) Grantee shall be authorized to provide Cable Services throughout the entire
jurisdictional boundaries of the City, including any areas annexed by the City during the
term of this Franchise.
(B) Grantee shall maintain accurate maps and improvement plans of its Franchise Area that
show the location, size, and a general description of all Cable System facilities installed
in the Right of Way and any power supply sources, including voltages and connections.
(C) Grantee shall make available a map to the City showing the location of the Cable System
facilities as maintained in the ordinary course of business and shall update the map
annually, whenever the facilities expand or are relocated, and within 30 days of a request
by the City.
SECTION 5. PROGRAMMING
5.1 Grantee Compliance.
Grantee shall meet or exceed the Programming and Channel capacity requirements set forth in
this Franchise.
5.2 Maintenance of Existing Conditions.
(A) Without the written consent of the City and except as otherwise specifically provided
in this Franchise, Grantee shall not delete, or so limit as to effectively delete, any broad
category of Programming identified in subsection 5.3 carried on Grantee's Cable System
as of the Effective Date of this Franchise.
(B) In the event of a modification proceeding under federal law, the mix and quality of
services provided by the Grantee on the Effective Date of this Franchise shall be deemed
the mix and quality of services required under this Franchise throughout its term.
5.3 Expanded Programming and Channel Capacity.
Grantee shall provide:
(A) A minimum number of Downstream Channels equal to no fewer Channels than are
available to all Subscribers as of the Effective Date of this Franchise.

9

 Att A – Comcast Franchise Agreement
V2

(B) In addition to Programming provided on PEG Access Channels and local off-air
broadcast Channels, if any, Grantee shall provide the following broad categories of
Programming:
(1) Education
(2) News & information
(3) Sports
(4) Cultural and performing arts
(5) Government affairs
(6) Weather
(7) Foreign language
(8) Programming addressed to the City’s diverse ethnic and minority interests
(9) Audio Programming (including a selection of local FM radio stations)
(10) Business news
(11) General entertainment (including, but not limited to, movies)
(12) Children's Programming
(13) Family Programming
(14) Science/documentary
(15) Canadian Programming
The requirements for each category of Programming may be satisfied by providing a separate
Channel devoted substantially to the category or by Programming from more than one Channel
which in the aggregate totals the equivalent of a Channel devoted substantially to the category.
5.4 Ascertainment Process.
(A) At the City’s request, and not more frequently than once every three years from the
Effective Date of this Franchise, Grantee shall conduct, at its sole cost, an ascertainment
of the community's views regarding the nature and adequacy of Grantee's Cable Services,
and of the cable related needs and interests of the community and the preferences of
Subscribers within the Grantee's Franchise Area, conducted by an independent nonAffiliated Entity using generally accepted market research techniques. The ascertainment
10

 Att A – Comcast Franchise Agreement
V2

shall consist of a telephone survey of a statistically valid sample of Grantee’s Subscribers
in the City. The survey questionnaire shall be jointly developed by the Grantee, the City,
and an independent research entity selected by Grantee. A written summary of the
findings, prepared by the independent entity and including a description of the
methodology used, and a description of any actions Grantee intends to take, shall be
provided to the City.
Grantee agrees that the costs and expenses associated with conducting the ascertainment
and Grantee’s payment thereof are not within the meaning of the term “Franchise Fee” as
defined by Section 622(g)(1) of the Cable Act (47 U.S.C. § 542(g)(1)) or any successor
provision, and are within one (1) or more exclusions to the term “Franchise Fee”
provided by Section 622(g)(2)(A)-(D) of the Cable Act (47 U.S.C. § 542(g)(2)(A)-(D)) or
any successor provision. Grantee further agrees that such costs and expenses shall not be
deemed to be: (i) “payments in kind” or involuntary payments chargeable against the
compensation to be paid to the City or chargeable against the payments to any PEG entity
by Grantee pursuant to Section 6 hereof, or (ii) part of the compensation to be paid to the
City or the payments to any PEG entity by Grantee pursuant to Section 6 hereof.
(B) Following the ascertainment process, Grantee shall make a good faith determination
of whether adjustments to its broad Programming categories or other Cable Services are
reasonably necessary to accommodate the cable related community needs and interests in
light of the cost of meeting those needs and interests, and, in the event such changes are
determined in good faith by the Grantee to be necessary, shall implement them within a
reasonable time. This provision shall not limit the City's rights pursuant to subsection
19.1.
5.5 Deletion or Reduction of Programming Categories.
Grantee shall not delete or so limit as to effectively delete any broad category of Programming
within its control for any group of Subscribers without the City's consent, which shall not be
unreasonably withheld, and shall provide at least thirty (30) days prior written notice to the City
of Grantee's request to do so, including all proposed changes in bandwidth or Channel allocation,
and any assignments including any new equipment requirements that may occur as a result of
these changes.
5.6 Obscenity.
Grantee shall not transmit, or permit to be transmitted, over any Channel any Programming
which is obscene in the sense that such Programming is not protected speech under the
Constitution of the United States. The Grantee shall comply with all relevant provisions of
federal law relating to obscenity. The City acknowledges that Grantee has no editorial control
over Programming carried on PEG Access Channels.
5.7 Parental Control Device.
Upon request by any Subscriber, Grantee shall make available a parental control or lockout
device compatible with the Subscriber's equipment that will enable the Subscriber to block
access to any or all Channels. Grantee shall inform its Subscribers of the availability of the
11

 Att A – Comcast Franchise Agreement
V2

lockout device at the time of the original subscription and annually thereafter, and if requested by
the Subscriber, shall provide the device at the time of the original installation.
5.8 Leased Access Channels.
Leased Access Channels shall be provided in accordance with federal law.
SECTION 6. PUBLIC, EDUCATIONAL AND GOVERNMENT ACCESS
6.1

6.2

Designated Access Managers.
(A)

The City shall name Designated Access Managers for Public, Education, and
Governmental (“PEG”) Access Programming. Designated Access Managers shall
have sole responsibility for operating and managing their respective PEG Access
Facilities.

(B)

Grantee shall cooperate with Designated Access Managers and providers and
facilitate their use of the Cable System and Programming of PEG Access
Channels. Grantee shall enter into such operating agreements with Designated
Access Managers as are appropriate to meet PEG Access requirements of this
Franchise.

PEG Access Channel Capacity.

At no cost to the City or any of its Designated Access Managers, Grantee shall dedicate for the
City’s use PEG Access Channels as specified in this Section.
(A)

Grantee shall continue to carry the following PEG Access Channels in the
following format, on its Cable System in the City:
(i)

Seattle Channel: standard definition (SD) and high definition (HD)

(ii)

Seattle Community Colleges: SD and HD

(iii)

Seattle Public Schools: SD

(iv)

Public Access Television: SD

(v)

UWTV: SD and HD

(vi)

King County TV (KCTV): SD and HD

(vii)

KCTS+: SD

(viii) TVW: SD
The City shall have the authority to utilize the above referenced PEG Access
Channels (in both SD and HD) as determined in the City’s sole discretion with
respect to the content of PEG Programming to be carried on the PEG Access
12

 Att A – Comcast Franchise Agreement
V2

Channels, except for the regional PEG Access Channels described in subsection
6.2(B). Nothing in this subsection 6.2 (A) shall create any third party rights in the
PEG Access Channel capacity.

6.3

(B)

Regional PEG Access Channels. Grantee currently carries the following regional
Channels as part of the PEG Access Channels identified in subsection 6.2(A):
UWTV, KCTV and TVW. Grantee shall only be required to carry these regional
Channels as long as it continues carriage of these Channels on any of Grantee’s
Cable Systems located in the Seattle metropolitan area.

(C)

At such time as all other Basic Service Channels (or its equivalent tier) excluding
PEG Access Channels, are carried in HD, the SD PEG Access Channels will also
be carried by Grantee in HD, at which time the SD PEG Access Channels will be
discontinued and the maximum number of PEG Access Channels shall be eight
(8) HD Channels, subject to subsection 6.2 (B). If Grantee no longer carries the
three (3) regional Channels identified in subsection 6.2 (B), the Grantee shall
provide the City, upon one hundred sixty (160) days written request, one (1)
additional HD Channel for PEG Programming and the maximum number of PEG
Access Channels shall be six (6).

(D)

PEG Access Channels provided pursuant to this Section shall not in any way
relieve Grantee of its Programming category requirements within any of the
categories set forth in Section 5.

(E)

Use of PEG Access Channels. The City may from time to time adopt and revise
rules and procedures as to when and how Grantee shall use the PEG Access
Channels if the PEG Access Channels are not being used for their respective
purposes. Grantee shall use the PEG Access Channels solely in accordance with
such rules and procedures and, but for Grantee’s use, Grantee shall have no
responsibility, liability, or control with respect to the operation of such Channels.

PEG Access Channel Assignments.

Channel assignments for PEG Access Channels shall be determined in accordance with the
following criteria:
(A)

Except as otherwise agreed by the City, all PEG Access Channels shall remain on
the Basic Service Tier or an equivalent entry level service tier offered by Grantee
on its Cable System, and will at all times be available for viewing by all
Subscribers regardless of the tier.

(B)

The City acknowledges that Grantee may determine Channel placement at its sole
discretion; however, Grantee shall work with the City, other Cable Operators, and
Designated Access Managers to establish and coordinate City-wide PEG Access
Channel assignments. Nothing in this Section shall limit Grantee, Designated
Access Managers, or other Cable Operators from agreeing upon other Channel
assignments.
13

 Att A – Comcast Franchise Agreement
V2

6.4

(C)

Grantee shall cooperate with the City, Designated Access Managers and other
Cable Operators to establish common, logically related additional Channel
assignments in accordance with this Section.

(D)

Grantee shall make reasonable efforts to coordinate the cablecasting of all
Programming on the Cable System on the same Channel designations as such
Programming is currently cablecast in the Franchise Area as of the Effective Date.
If at any time during the duration of this Franchise, Grantee reassigns the location
of a PEG Access Channel on the Cable System, Grantee shall provide at least
sixty (60) days advance notice to the City and the Designated Access Managers.
Grantee shall make best efforts to place the PEG Access Channels within
reasonable proximity from the Channel location for its network affiliate if PEG
Access Channels are relocated. Grantee shall also make best efforts to assign the
HD PEG Access Channel a number near the other HD local broadcast stations if
such Channel positions are not already taken, or if that is not possible, near HD
news/public affairs Programming Channels if such Channel positions are not
already taken, or if not possible, as reasonably close as available Channel
numbering will allow. Grantee shall ensure that Subscribers are notified of such
reassignment in accordance with the notice requirements in SMC 21.60.820.E. In
conjunction with any reassignment of any SD PEG Access Channels, Grantee
shall provide either (1) a reimbursement up to Ten Thousand Dollars ($10,000) to
the affected Designated Access Manager for actual costs associated with the
change, or (2) Twenty Thousand Dollars ($20,000) of in-kind airtime on
advertiser supported Channels for the purpose of airing multiple 30-second public
service announcements produced by a Designated Access Manager. The City
shall cooperate with the Designated Access Manager and Grantee for such airing.
All reimbursement, whether in cash or in-kind, shall be paid or provided on a perevent basis, regardless of the number of PEG Access Channels affected by the
change.

PEG Funding.
(A)

Grantee shall remit to the City an amount equal to .4% of Gross Revenues paid
monthly based upon revenues for that month in support of PEG Access (“PEG
Fee”). Grantee’s PEG Fee obligation begins on the Effective Date and continues
for as long as Grantee continues to operate under Franchise, provided, however,
the City agrees that no audit of the PEG Fee payment shall take place until at least
sixty (60) days after the Effective Date. As of the Effective Date of the Franchise,
the City collects a 4.4% Franchise Fee pursuant to municipal ordinance. To the
extent allowed by law, the PEG Fee may be itemized on Subscriber billing
statements and recovered from Subscribers in any manner consistent with
applicable law. If the City permits QBSI d/b/a CenturyLink or its successor to
pay a PEG Fee that is less than the PEG Fee paid by Grantee pursuant to this
subsection 6.4(A), Grantee shall be entitled to reduce its PEG Fee payment to
match the amount paid by QBSI d/b/a CenturyLink or its successor. If upon
renewal, the City permits Wave Broadband or its successor to pay a PEG Fee that
is less than the PEG Fee paid by Grantee pursuant to this subsection 6.4(A),
14

 Att A – Comcast Franchise Agreement
V2

Grantee shall be entitled to reduce its PEG Fee payment to match the amount paid
by Wave Broadband or its successor.
(B)

6.5

In the event the City increases the Franchise Fee pursuant to municipal ordinance,
Grantee may then request information from the City and its Designated Access
Managers to verify use of the PEG Fee in accordance with federal law. Grantee
will identify the relevant financial records of the City and the Designated Access
Managers that Grantee wants to review. The City and the Designated Access
Managers shall provide any requested information to the Grantee within a
reasonable time.

(C)

Nothing in this section shall prevent the Designated Access Manager for PEG
Access or the City from engaging in general public fundraising activities to
provide additional support for PEG Access or Grantee from voluntarily providing
training grants or other financial support for PEG Access.

(D)

Throughout the term of the renewed Franchise, Grantee shall provide to the City a
fifty thousand dollar ($50,000) annual credit (“Advertising Credit”) to be used for
the purchase of airtime to promote programs airing on the Government Access
Channel. The annual credit shall be granted in January of each year of the
Franchise term. Any amount of the annual credit left unused on December 31 of
each year shall be forfeited.

PEG Access Programming.

All Programming transmitted over PEG Access Channels shall be non-commercial in nature.
Program material to be distributed on PEG Access Channels shall contain no advertising or
commercial content for which consideration is received by the City or an Access Programmer.
Grantee and City agree that City or an Access Programmer may include acknowledgments for
Persons which sponsor or underwrite Access Programming in a manner substantially similar to
the sponsorship information provided on the Public Broadcasting System.
6.6

PEG Access Interconnections.
(A)

Grantee shall continue to provide, at no cost to the City or any of its Designated
Access Managers, all Interconnections of PEG Access Channels in effect on the
Effective Date unless otherwise authorized or directed by the City. Grantee shall
make all of City’s PEG Access Channels available to all Subscribers.

(B)

Grantee shall ensure that signal quality comparable to that available on the
Subscriber network and routing systems are provided continuously for all PEG
Access Interconnections throughout the duration of this Franchise.

(C)

Notwithstanding SMC 21.60.060.B.3, Grantee shall not be required to
Interconnect with any Cable Operator with which it does not already Interconnect
as of the Effective Date.

15

 Att A – Comcast Franchise Agreement
V2

6.7

Changes in Technology.

In the event any change is made in the Cable System and related equipment and Facilities, or in
the signal delivery technology of Grantee’s Cable Services that materially degrades the signal
quality or transmission of PEG Access Programming, Grantee shall, at its sole expense and free
of charge to the City, take necessary steps or provide necessary technical assistance, including,
but not limited to, the acquisition of all necessary equipment, to ensure that the capabilities of the
Designated Access Managers, PEG Access Programmers, or program offerings (quality of
Channel or video) are restored.

6.8

(A)

Interactivity. In the event Grantee provides commercial interactive services on the
Cable System and at such time as Subscribers subscribe to such interactive
services, Grantee shall make available to the City equivalent interactive
capabilities on its PEG Access Channels in accordance with subsection 6.2. Any
Subscriber equipment necessary to use interactive features on such PEG Access
Channels shall be made available to Subscribers on the same terms as for
commercial uses. For purposes of this subsection, “interactive services” means
two-way communication over the Cable System in which the Subscriber interacts
with the program being viewed, but does not include use of a remote or secondary
device (e.g. smartphone or tablet PC) for the purpose of calling up information of
any kind, searching for and selecting programming, and/or merely ordering and
receiving pay-per-view, video on demand, or other Cable Services.

(B)

Grantee shall ensure that PEG Access Channels have adequate bandwidth
capacity to transmit any commercially available future technologies utilized by
Grantee within the Franchise Area. Grantee shall bear any costs associated with
equipment on its side of the PEG Demarcation Point necessary for the use of such
technologies. The Designated Access Managers shall bear all costs necessary to
deliver PEG Access Channels utilizing all future technologies to Grantee.

Technical Quality.
(A)

The Grantee shall not unreasonably discriminate against PEG Access Channels
with respect to accessibility, functionality and the application of any applicable
FCC Rules and Regulations, including without limitation Subpart K Channel
signal standards. With respect to signal quality, Grantee shall not be required to
carry a PEG Access Channel in a higher quality format than that of the Channel
signal delivered to Grantee, but Grantee shall distribute the PEG Access Channel
signal without degradation. There shall be no restriction on Grantee’s technology
used to deploy and deliver SD or HD PEG Access Channels so long as the
requirements of this Franchise are otherwise met. Grantee may implement HD
carriage of PEG Access Channels in any manner (including selection of
compression, utilization of IP, and other processing characteristics) that produces
a signal quality for the Subscriber that is comparable and functionally equivalent
to similar commercial SD or HD Channels carried on the Cable System.

16

 Att A – Comcast Franchise Agreement
V2

6.9

(B)

Grantee shall provide routine maintenance and shall repair and replace all
transmission equipment, including transmitters/receivers, associated cable and
equipment in use upon the Effective Date of this Franchise, necessary to carry a
quality signal to and from the Demarcation Point at the City’s or Designated
Access Manager’s facilities.

(C)

Grantee shall continue to provide all current and future activated Downstream
Channels for PEG Access use in a SD or HD or equivalent format in Grantee’s
Basic Service level as specified herein. Grantee shall carry all components of the
SD or HD PEG Access Channel signals provided by the Designated Access
Managers including, but not limited to, formatting coding information or data
associated with any such signal, closed captioning, stereo audio and other
elements associated with the Programming. The Designated Access manager shall
be responsible for providing the PEG Access Channel signal in a SD or HD or
equivalent format (as specified herein) to the Demarcation Point at the designated
point of origination for the PEG Access Channel. Grantee shall be responsible for
costs associated with the transport and distribution of the SD or HD PEG Access
Channel on its side of the Demarcation Point.

(D)

Grantee, at its sole cost, shall provide VOD content in accordance with the terms
of the VOD License Agreement between the City and Grantee.

(E)

Grantee shall facilitate carriage of PEG Access Channels program listings on the
interactive Programming guide, provided that the City shall hold Grantee
harmless should the City or PEG providers fail to provide correct or timely
information to the interactive guide Programmers. The City or Designated Access
Managers shall bear all costs of this guide service.

(F)

Grantee will maintain, free of charge, Fiber Optic links to the PEG locations
existing as of the Effective Date for origination and return capacity that permits
transmission of originated program material between the Headend and specified
PEG facilities located within the City.

Complimentary Service.

Grantee agrees to voluntarily install and furnish, at its sole cost, Basic Service and expanded
Basic Service (or its future equivalent), including any required terminal equipment
(“Complimentary Cable Service”), to Schools, libraries, and buildings in the Franchise Area
owned and operated by the City for public purposes and not residential use (residential areas of
fire and police stations excepted), as designated by the City, provided, that after the Effective
Date, the City shall use its best efforts to fairly allocate Complimentary Cable Service to ensure
the pro rata distribution among franchised wireline providers (taking into account any technical
limitations of franchised wireline providers). After the Effective Date, Grantee’s provision of
Complimentary Cable Service installations shall be subject to Standard Installation.

17

 Att A – Comcast Franchise Agreement
V2

6.10

6.11

6.12

PEG Access Channel Viewership Information.
(A)

Survey Data. Grantee will share with the City any data it obtains in its normal
course of business about PEG Access Channel viewership and demographics.

(B)

Ratings. Grantee shall promptly provide copies of any ratings information it
obtains on a regular basis in its normal course of business from a third party
concerning viewership of PEG Access Channels to the City (for Cable Services
provided on any Governmental or Educational Channel) and to the Designated
Public Access Manager (for Cable Services provided on any Public Access
Channel); provided, however, that with respect to any such ratings, Grantee shall
redact any personally identifiable information prior to providing such information
to the City or Designated Access Managers, as applicable. The preceding sentence
shall not apply to any information Grantee receives from an ascertainment it has
commissioned in connection with the renewal of the Franchise or to any
information Grantee generates on its own in connection with such renewal.

PEG Information for Subscribers.
(A)

Once every twelve (12) months from the Effective Date, with a minimum of sixty
(60) days prior written notice from the City, Grantee shall make available at walkin customer facilities, a newsletter or other similar publication provided by the
City regarding PEG Programming and activities.

(B)

Grantee shall include information about PEG Programming and activities in
materials provided to Subscribers at the time of Cable Service installation.

(C)

The Grantee shall include appropriate designation of the PEG Access Channels on
Channel cards and other Channel listings provided to Subscribers.

Cost Treatment of PEG Costs.

The Grantee and the City acknowledge that the commitments provided in this Section are in
recognition that the current Franchise Fee is less than the federal statutory maximum. If the City
elects to raise the Franchise Fee pursuant to municipal ordinance, the Grantee and the City each
reserve all rights under applicable federal law. However, the Grantee agrees that its voluntary
provision of Complimentary Service under subsection 6.9 will not be considered such a
commitment unless or until the City increases the Franchise Fee pursuant to municipal ordinance
to the federal statutory maximum.

SECTION 7. GENERAL CABLE SYSTEM REQUIREMENTS
7.1 Cable System Characteristics.
Grantee’s Cable System shall, at all times during the Franchise term, meet or exceed the
following requirements:
18

 Att A – Comcast Franchise Agreement
V2

(A) Industry-accepted Equipment. The Cable System shall use equipment generally
used in high-quality, reliable, modern systems of similar design, including, but not
limited to, backup power supplies rated at a minimum of twelve (12) hours at the
Headend and two (2) hours at each Fiber Optic node located throughout the Cable
System. In addition, the Cable System’s electronics shall be capable of passing through
the signals received at the Headend without substantial alteration or deterioration (thus,
for example, the System shall include components so that a signal received at the
Headend in color may be received by a Subscriber in color and a stereo signal in stereo).
The Facilities and equipment on the Cable System must be able to deliver high quality
signals that meet or exceed FCC technical quality standards regardless of the particular
manner in which the signal is transmitted. Grantee shall comply with all applicable laws
and regulations concerning Cable System compatibility with Subscribers’ television
receivers and/or recording devices.
(B) Grantee shall comply with all FCC regulations regarding scrambling or other
encryption of signals.
(C) No Deterioration to Access Signals. The Cable System shall be so constructed and
operated that there is no significant deterioration in the quality of PEG Access Channels
or Leased Access Channels, either Upstream or Downstream, as compared with any other
Channels on the Cable System; however, Grantee shall not be required to alter a PEG
Access Channel or Leased Access Channels if the Channel or signal received by Grantee
is of poor quality. Deterioration refers to any signal problem, including, but not limited
to, ghost images and other interference and distortions.
(D) Parental Control. Grantee shall ensure that means are available to enable
Subscribers to completely block out audio and video on any undesired Channels on the
Cable System.
(E) Program Security. The Cable System shall include equipment so that any pay-perview Programming can only be activated by the positive action of a Subscriber using, for
example, a private identification number or other individual selection procedure.
(F) Service to Persons with Disabilities. The Cable System shall transmit closed
captions for all Programming that includes a closed caption signal. In addition, Grantee
must have means available, and a publicly listed telephone number for such means, that
will allow hearing- or speech-impaired persons to contact the Grantee.

7.2 Cable System Functionality.
(A) The City and Grantee agree that Grantee’s Cable System has the following
characteristics:
(1) bandwidth of at least 750 MHz on all active and passive components;
19

 Att A – Comcast Franchise Agreement
V2

(2) no more than fifteen hundred (1,500) homes passed on the average served
from any fiber node; and
(3) bidirectional activation.
7.3 Emergency Alert System.
At all times during the term of this Franchise, Grantee shall provide and maintain an
Emergency Alert System (“EAS”), consistent with applicable federal law and regulations
including 47 C.F.R., Part 11, and any Washington State Emergency Alert System Plan
requirements.

SECTION 8. UPGRADE & EXTENSION PROJECT SPECIFICATIONS
8.1 Introduction.
Any Cable System Rebuild or Upgrade project shall be designed so as to minimize Cable Service
interruptions and inconvenience to Subscribers. Subscribers will be informed of the impending
Upgrade or Rebuild project and the benefits of the new Cable System. Grantee will maintain a
toll-free telephone number during construction, so that Subscribers may call with questions or
complaints.
8.2 Cable System Rebuild Timeframe.
Grantee will complete any Rebuild or Upgrade of the Cable System in the City within a period of
time agreed to by Grantee and the City.
8.3 Construction Plan and Practices Submittals and Approvals.
Upon request by the City, the Grantee will allow the City to view current copies of its applicable
construction procedures and Fiber Optics manuals. Grantee will supply copies of these manuals
to all contractors and ensure through routine inspections that all contractors comply with such
practices. Grantee will provide periodic updates, as specified by the City, of its construction
plans.
8.4 Compliance with Construction and Safety Standards.
Grantee will construct and maintain its Cable System using applicable City codes and the
following safety codes and construction standards in its construction practices:
(A) NEC – National Electrical Code
(B) NESC – National Electrical Safety Code
(C) OSHA – Occupational Safety and Health Act
(D) WISHA – Washington Industrial Safety and Health Act
Nothing herein shall preclude Grantee from raising any and all defenses it may have under
applicable codes, including the argument that its Cable System may be grandfathered under prior
provisions of such applicable codes.

20

 Att A – Comcast Franchise Agreement
V2

8.5 Quality of Work.
Grantee will construct its Cable System in compliance with generally accepted industry
standards, consistent with subsection 13.5.
8.6 Quality of Service.
During Upgrade or Rebuild, Grantee agrees to provide Cable Service at a level consistent with
current FCC standards.
8.7 Construction and Work Permits, Licenses and Permission.
Grantee agrees to file for and secure any required permits and/or licenses prior to
commencement of any activity in the public Right of Way. Grantee shall notify the City when
permitted work is completed to facilitate inspection.
8.8 Construction Area Safety and Cleanup.
Grantee agrees to inspect its contractor(s) on a regular basis and ensure that both its personnel
and contractor(s) provide clean­up of all workplaces and adhere to industry safety as well as all
state and local safety standards. Grantee shall provide specified periodic reports of its
inspections to the City.
8.9 Component and Cable System Tests, Records and Test Points.
Grantee will initially test all active components before installation into the Cable System. The
Cable System will meet or exceed the minimum requirement set forth in FCC Rules &
Regulations.
8.10 Service Cutover Process.
Grantee agrees to adopt the necessary procedures to ensure minimal disruption of Cable Service
to Subscribers when activating and converting Subscribers after a Rebuild or Upgrade.

SECTION 9. TECHNICAL OPERATION AND MAINTENANCE STANDARDS AND
REQUIREMENTS
9.1 Technical and Safety Standards.
Grantee will construct and maintain its Cable System using applicable City codes and the
following safety codes and construction standards:
(A) NEC – National Electrical Code
(B) NESC – National Electrical Safety Code
(C) OSHA – Occupational Safety and Health Act
(D) WISHA – Washington Industrial Safety and Health Act
Nothing herein shall preclude Grantee from raising any and all defenses it may have under
applicable codes, including the argument that its Cable System may be grandfathered under prior
provisions of applicable codes.

21

 Att A – Comcast Franchise Agreement
V2

9.2 Network Monitoring and Repair.
Grantee shall monitor all power supplies and fiber nodes, utilizing the latest in status monitoring
techniques and will effect repairs within a twenty-four (24) hour time period as required by
applicable FCC rules and regulations.
9.3 Routine Maintenance and Performance Testing.
Grantee will maintain the Cable System by providing routine maintenance and performance
testing to meet any requirements of FCC rules and regulations.
9.4 Spare Parts.
Grantee shall have immediately available a sufficient supply of spare parts to effect repairs in
accordance with the requirements of this Franchise.
9.5 Testing Notification.
Grantee shall notify the City in advance of testing for compliance with FCC signal standards.
The City may have a representative present to observe such tests and may designate one location
to be tested. Grantee shall provide the City with a report of testing for compliance with FCC
standards in accordance with subsection 17.2 (K) and upon request (but not more than twice a
year). Such report shall state, in pertinent part, that the Cable System is in full compliance with
FCC rules and regulations or, in the alternative, setting forth with specificity and in detail all
areas of non-compliance, their actual or likely scope and causes, and a plan for instituting
corrective measures to immediately and permanently correct the non-compliance.
9.6 NESC Records.
Grantee shall provide, consistent with subsection 17.1, any records that may be required by the
NESC rules that apply to the construction and maintenance of Grantee’s Cable System in the
City.
9.7 Service Connections.
(A) Standard Installation for an unwired Dwelling Unit. Standard Installation of an
unwired Dwelling Unit shall be installation of Cable Service to the Subscriber's Dwelling
Unit located up to one hundred twenty-five (125) feet from the existing distribution
system, plus additional inside wire and at least one outlet sufficient to receive Cable
Services.
(B) Standard Installation for a prewired Dwelling Unit. Standard Installation of a
prewired Dwelling Unit shall be installation of Cable Service to the Demarcation Point
located on the Subscriber's property up to one hundred twenty-five (125) feet from the
Subscriber's property line, sufficient to receive Cable Services and where the prewired
equipment will allow the Cable System to meet all FCC technical requirements.
(C) Non-Standard Installations. Any installation of Cable Service that requires the
installation of Facilities from a point more than one hundred twenty-five (125) feet from
the Subscriber's property line to: (1) in the case of a prewired Dwelling Unit, the
Demarcation Point; or (2) in the case of an unwired Dwelling Unit, a point not less than
22

 Att A – Comcast Franchise Agreement
V2

twelve (12) inches from the exterior wall of the Dwelling Unit; or (3) any underground
installation in an area where plant Facilities are not underground; or (4) any installation
calling for multiple outlets in a Dwelling Unit; shall be considered a Non-standard
Installation; or 5) a commercial or MDU installation.
(D) Rates and Charges. Charges for Standard Installations may not exceed the Grantee's
published rates. Charges for Non-Standard Installations shall not exceed the Grantee's
reasonable and nondiscriminatory hourly service charge for non-standard transactions,
and may be applied only to that portion of the installation defined as a Non-Standard
Installation in subsection 9.7(C) above.
SECTION 10. SUBSCRIBER AND SERVICE STANDARDS
10.1 Subscriber Service Standards, Complaint Procedure, Reporting, and Credits.
Subject to subsection 1.5, Grantee shall comply with the customer service standards, procedures,
and requirements as set forth in SMC 21.60.820, SMC 21.60.830, SMC 21.60.840, and SMC
21.60.850 for the provision of Cable Services to its Subscribers. Grantee may substitute its
internal system of customer credits and reimbursements for the credits and reimbursements set
forth in SMC 21.60.850, so long as the categories of violations and credit amounts are materially
equivalent. The City agrees that it will not seek Liquidated Damages before the second reporting
period of the Franchise based on the customer service standards, procedures, or requirements set
forth in SMC 21.60.820, SMC 21.60.830, SMC 21.60.840, and SMC 21.60.850.
10.2 Subscriber Rights.
(A) Discrimination Prohibited. Grantee shall comply at all times with all applicable laws,
rules, and regulations including the terms of the Franchise relating to non­discrimination.
(1) All Grantee rates and charges shall be published and non­discriminatory.
Except as provided hereunder or under federal law, Grantee shall establish similar
rates and charges for all Subscribers receiving similar services, regardless of type
of Dwelling Unit, race, color, religion, age, sex, gender identity, marital or
economic status, national origin, sexual orientation, political ideology, creed,
ancestry; the presence of any sensory, mental, or physical handicap; or geographic
location to the extent required by applicable law within the Grantee's Franchise
Area. Nothing in this subsection shall be construed to prohibit the temporary
reduction or waiving of rates and charges in conjunction with promotional
campaigns to Subscribers or discounted rates for the provision of Cable Services
to Multiple Dwelling Unit buildings.
(2) Grantee shall not deny Cable Service, or otherwise discriminate against
Subscribers, Access Programmers or any other Persons on the basis of type of
Dwelling Unit, race, color, religion, age, sex, gender identity, marital or economic
status, national origin, sexual orientation, political ideology, creed, ancestry; the
23

 Att A – Comcast Franchise Agreement
V2

presence of any sensory, mental or physical handicap; or geographic location
within the Grantee's Franchise Area.
(3) The Grantee shall not take any retaliatory action against a Subscriber because
of the Subscriber's exercise of any right it may have under federal, state, or local
law, nor may the Grantee require a Subscriber to waive such rights as a condition
of service.
(B) Privacy. Grantee shall comply with the Subscriber privacy regulations set forth in 47
U.S.C. § 551 and any lawful state or local laws pertaining to Cable Services privacy.
(C) Services to People with Disabilities. The Grantee shall make Cable Service available
to person with disabilities in accordance with the Cable Code.
(D) Permission of Property Owner or Tenant for Installation. Grantee shall not install or
attach any of its Facilities to any Dwelling Unit or other property without first securing
the written permission of the owner or tenant of any property involved, or of such other
person who has the right to approve or disapprove the attachment (authorized party),
except if there is an existing utility easement. If such permission or easement is later
revoked, the Grantee, at the request of the authorized party, shall promptly remove any of
its Facilities and promptly restore the property to its original condition at Grantee's
expense. Grantee shall perform all such installations and removals in compliance with
state and local law and shall be responsible for any damage to residences or other
property caused by the installation or the removal. Provision of Cable Service may not
be conditioned on any right of entry agreement that requires an exclusive, long-term
service commitment. However, the preceding sentence does not affect the Grantee's right
to furnish additional consideration in exchange for such a right of entry agreement.
SECTION 11. COMPENSATION AND AUDITING
11.1 Amount of Compensation
Franchise Fee. In consideration of permission to use the Rights of Way of the City, the Grantee
shall pay annually as a Franchise Fee to the City, throughout the duration of this Franchise, an
amount of up to five percent (5%) of Grantee's Gross Revenues. The Franchise Fee shall be set
by ordinance passed by the City Council. If during the term of this Franchise, the FCC, federal
or state government, or the courts effectively permit the City to impose a Franchise Fee greater
than the five percent (5%) authorized by federal law, the City shall have the right to increase the
Franchise Fee to take full advantage thereof. Any change in Franchise Fee percentage shall be
subject to the provision of subsection 1.4 of this Franchise.
11.2 Effect of Additional Commitments on Franchise Fees.
Except as specifically provided in this Franchise or permitted by federal or state law, no term or
condition in this Franchise shall in any way modify or affect the Grantee's obligation to pay the
Franchise Fee. Although the total sum of Franchise Fee payments and additional financial and
other obligations of this Franchise may exceed five percent (5%) of Grantee's Gross Revenues in
any twelve (12) month period, Grantee agrees that the sole Franchise Fee provided for in this
24

 Att A – Comcast Franchise Agreement
V2

Franchise is the Franchise Fee called for in subsection 11.1 and that no other obligation of
Grantee under this Franchise constitutes a Franchise Fee, nor shall any such obligations be offset
or credited against any Franchise Fee payments due to the City, except as specifically authorized
by this Franchise, other City Ordinance, or federal or state regulation or law, including the FCC’s
621 Order.
11.3 Payment of Franchise Fees on Bundled Services.
(A) In the event Grantee bundles or combines Cable Services (which are subject to the
Franchise Fee) with Non-Cable Services (which are not subject to the Franchise Fee) so
that Subscribers pay a single fee for more than one class of service resulting in a discount
on Cable Services, Grantee agrees that for the purpose of calculation of the Franchise
Fee, it shall allocate to Cable Service revenue, including late fee revenue, no less than a
pro rata share of the revenue received for the bundled or combined services. The pro rata
share shall be computed on the basis of the published charge for each service in the
bundled or combined classes of services when purchased separately.
(B) This subsection is not intended to apply to reductions in Franchise Fees that result
from other causes such as changes in the law, Subscriber losses, Subscriber service
downgrades, Force Majeure, or short-term promotional activities (i.e., premium channel
discounts or sales).
(C) The City shall have the right to audit records regarding the allocation of revenues
derived from bundles involving Cable Services and Non-Cable Services. Upon the City’s
request, Grantee will meet with the City or a designated City representative following
reasonable advance notification to explain the methodology Grantee is using to allocate
revenues generated from bundled services. If the City reasonably believes Grantee is
allocating bundled revenues contrary to the provisions of subsection 11.3, the City may
submit the matter to a third party for mediation. The cost of the mediation shall be shared
equally between the City and the Grantee. Participation in mediation shall not prejudice
the right of either party to bring the matter to a court of competent jurisdiction or pursue
any other remedies available to them in this Franchise or by law.
11.4 Payments and Monthly Reports.
(A) Payments. Grantee's Franchise Fee and PEG Fee payments to the City shall be
computed monthly following the Effective Date of this Franchise. Each payment shall be
due and payable at the same time as the Utility Business and Occupation Tax payment for
the same period. If requested by the City in writing, the Franchise Fee and PEG Fee
payments shall be issued separately.
(B) Monthly Reports. Grantee shall also provide a written report to the City, verified by
an officer of Grantee, containing an accurate statement in summarized form, as well as in
detail, of Grantee’s Gross Revenues and the computation of the payment amount. Such
reports shall be in form and substance satisfactory to the City and shall include revenue
by product category.
25

 Att A – Comcast Franchise Agreement
V2

11.5 Interest on Late Payments.
Payments not received within forty-five (45) days from the quarter ending date shall be assessed
interest compounded at the rate of one percent (1%) per month from the due date or the highest
rate allowed by law, whichever is greater, but not to exceed eighteen percent (18%) in any event.
11.6 Acceptance of Payment and Recomputation.
No acceptance of any payment shall be construed as an accord by the City that the amount paid
is, in fact, the correct amount, nor shall any acceptance of payments be construed as a release of
any claim the City may have for further or additional sums payable or any other claim or right.
All amounts paid shall be subject to audit and recomputation by the City, provided that such
audit and recomputation is completed within six (6) years of the date payment was due. If the
City requests in writing that the Grantee provide, or cause to be provided, any Documents
reasonably within the scope of the audit, and the Grantee fails within thirty (30) days of receipt
of the request to provide such Documents or cause it to be provided, then the six (6) year period
shall be extended by one day for each day or part thereof beyond thirty (30) days that Grantee’s
failure to provide the Document continues and Grantee shall pay Liquidated Damages in
accordance with Section 19. If the City requests information for the audit that is not prepared in
the ordinary course of business, Grantee shall provide such additional information within sixty
(60) days of the request or provide an explanation of the timeframe for producing the requested
information.
11.7 Audits.
(A) The City reserves the right to conduct audits relating to matters arising under this
Franchise or to retain an independent Certified Public Accountant to conduct such audits.
In the event an audit results in a determination that Grantee has underpaid any Franchise
Fee arising under this Franchise by five percent (5%) or more, or materially misstated
financial information in any report furnished to the City, Grantee shall reimburse the City
for the costs of the audit.
(B) Grantee shall pay to the City any amounts any audit indicates are owed following an
independent review of such audit. Such payment shall be made whether or not the
Grantee's obligation for such payment arose before or after the Effective Date of this
Franchise.
11.8 Compensation for Non-Cable Services.
Nothing in this subsection should be construed as a limitation or expansion of the City’s
authority to require compensation for the use of its Rights of Way for the provision of Non-Cable
Services to the extent permitted by applicable law.
11.9 No Offset or Credit Against Franchise Fees.
The City and Grantee agree that any utility tax, business and occupation tax, or similar tax shall
be in addition to any Franchise Fees required herein and there shall be no offset or credit against
Franchise Fees for any utility tax, business and occupation tax, or similar tax, subject to
applicable law.
26

 Att A – Comcast Franchise Agreement
V2

SECTION 12. INDEMNIFICATION, INSURANCE, BONDS AND SECURITY FUND.
12.1

Indemnification.
(A) General indemnification. Grantee shall indemnify, defend, and hold the City, its
officers, agents, and employees harmless from any claim for injury, damages, loss,
liability, cost or expense arising in whole or in part from, incident to or connected with
any act or omission of the Grantee, or its Parent Corporation, their agents, contractors or
subcontractors, or any of their employees, including without limitation any construction,
operation, maintenance, excavation, reconstruction, or any other act done under this
Franchise by or for Grantee, its Parent Corporation, their agents, contractors,
subcontractors or their employees, and including any neglect or omission to keep the
Cable System in a safe condition. Grantee’s obligation to indemnify, defend and hold the
City harmless includes the obligation to pay attorneys' fees, expert fees, and all other
costs of defending any indemnified claim, and all such costs incurred in recovering
against Grantee under this indemnity provision. To the maximum extent permitted by
law, Grantee’s indemnity obligation shall not be extinguished or reduced in the event that
an act or omission of the indemnified parties is a concurrent or contributing cause of the
claim, but no indemnity shall be owed in the event that the cause of any claim is the sole
negligence of the City or a willful act or omission of the City in violation of this
Franchise. Grantee shall consult and cooperate with the City in the conduct of the City’s
defense. The City shall fully cooperate with the Grantee in said defense.
(B) Indemnification for Relocation. Grantee shall indemnify the City for any damages,
claims, additional costs or expenses assessed against or payable by the City arising out of
or resulting, directly or indirectly, from Grantee's failure to remove, adjust, or relocate
any of its Facilities located on City property or Right of Way in a timely manner in
accordance with subsections 13.3, 13.4, and 13.5 and a relocation schedule furnished to
Grantee by the City in writing, unless Grantee's failure arises directly from the City's
negligence or willful misconduct, or failure of necessary third parties to cooperate with
such relocation.
(C) Duty to Give Notice and Tender Defense. The City shall give the Grantee timely
written notice of the making of any claim or of the commencement of any action, suit, or
other proceeding covered by this indemnity. In the event any such claim arises, the City
or any other indemnified party shall tender the defense thereof to the Grantee and the
Grantee shall have the right and duty to accept the tender and thereafter to defend, settle,
or compromise any claims arising hereunder and the City shall cooperate fully therein.
(D) Exception to Duty to Tender Defense. Notwithstanding the above, the City shall have
no obligation to tender a defense as a condition of the indemnity where there is a material
conflict between the interests of the Grantee and the City.

27

 Att A – Comcast Franchise Agreement
V2

12.2 Insurance.
(A) Grantee shall maintain on file with the City a certificate of insurance that includes an
additional insured endorsement with minimum coverage and limits of liability specified
below; as respects the scope of such coverage, Grantee specifically acknowledges that the
limits of liability requirements specified shall neither be construed as a limitation of
Grantee’s liability nor shall it be construed to inure to the benefit of any insurer by
serving as a limitation or cap of any insurer’s limits of liability that would otherwise
apply.
(B) Grantee shall maintain:
(1) Commercial General Liability (CGL) insurance written on an occurrence form
at least as broad as ISO CG 00 01, with Minimum Limits of Liability: $5,000,000
per Occurrence, $5,000,000 Premises/Operations, Products/Completed Operations
Aggregate, Personal/Advertising Injury Liability and Independent Contractors
Liability. The CGL insurance shall not exclude XCU/Subsidence perils or any
similar perils;
(2) Automobile Liability insurance at least as broad as ISO CA 00 01 including
coverage for owned, non-owned, leased, or hired vehicles, as applicable, with a
minimum limit of $5,000,000 each accident for bodily injury and property
damage; and
(3) Workers Compensation insurance for Washington State as required by Title
51 RCW Industrial Insurance.
(4) $5,000,000 Each Accident/Each Disease/ Policy Limit Employers
Liability/Washington Stop Gap.
If the City’s risk exposure increases due to an unforeseen circumstance or event, the City may
increase the minimum policy limits and coverage to adequately protect the City and the public,
but no more than two times during the term of the Franchise.
(C) The CGL insurance and Excess or Umbrella liability insurance, if any, shall include
“The City of Seattle, its officers, officials, employees, agents and volunteers” as
additional insureds subject to a standard “Separation of Insureds” or “severability”
clause, and shall be primary and non-contributory with any insurance or self-insurance
coverage maintained by the City.
(D) Grantee specifically acknowledges that the limits of liability described above are
minimum limits of liability only. Regardless of provisions to the contrary under the terms
of any insurance policy maintained by the Grantee, the specification of any such
minimum limits shall neither be (1) intended to establish a maximum limit of liability to
be maintained by the Grantee regarding this Franchise, nor (2) construed as limiting the
liability of any of the Grantee’s insurers, which must continue to be governed by the
stated limits of liability of the relevant insurance policies. Each insurance policy shall be
28

 Att A – Comcast Franchise Agreement
V2

issued by an insurer rated A-: VII or higher in the A.M. Best’s Key Rating Guide, unless
procured as a surplus lines placement by a licensed Washington State surplus lines
broker, or as may otherwise be approved by the City. Each policy shall provide for at
least 30 days’ notice to the City of any material change, cancellation, or lapse thereof.
Grantee shall not cancel any required insurance policy without obtaining alternative
insurance in conformance with this Franchise.
(E) Grantee’s insurance policy shall not contain any provision, exclusion or endorsement
that limits, bars, or effectively precludes the City of Seattle from coverage or asserting a
claim under Grantee’s insurance policy on the basis that the coverage or claim is brought
by an insured or additional insured against an insured or additional insured under the
policy. Grantee’s insurance policy shall not include any of the following Endorsements
(or their equivalent endorsement or exclusions): (a) Contractual Liability Limitation,
(CGL Form 21 39 or equivalent), b) Amendment Of Insured Contract Definition, (CGL
Form 24 26 or equivalent), (c) Limitation of Coverage to Designated Premises or Project,
(CGL Form 21 44 or equivalent), (d) any endorsement modifying or deleting the
exception to the Employer’s Liability exclusion, (e) any “Insured vs. Insured” or “crossliability” exclusion with respect to any additional insured, and (f) any type of punitive,
exemplary or multiplied damages exclusion.
(F) The term “insurance” and “insurer(s)” under this subsection 12.2 shall apply to selfinsurance and self-insurer(s). Should Grantee maintain self-insurance (except that
subject to a deductible endorsement provision that specifies that the nonpayment of
deductible amounts by the named insured shall not relieve the insurer from payment of
claims), it shall disclose in writing details of such self-retained limit(s). Should such selfinsurance not be fronted by an insurance company, Grantee shall issue a letter stating that
it will cover the City as an additional insured for the required coverages as if a
commercial insurance policy applied and will specify how and to whom a tender of claim
should be directed.
(G) Certification of insurance, notice of cancellation and any other written
communication under this Subsection 12.2 shall be addressed to: the Seattle Department
of Information Technology, Office of Cable Communications (see address in subsection
20.9).
(H)
Evidence of insurance shall be in an ACORD form that includes an additional
insured endorsement documenting that the City of Seattle is covered as an additional
insured under Grantor’s CGL Insurance.
12.3 Construction Bond.
Before beginning any construction work in or under the City streets requiring a street opening
permit, Grantee shall furnish a construction bond to the City as is required for street opening
permits pursuant to SMC Title 15, the City’s Street Use Code, including but not limited to SMC
15.04.44.

29

 Att A – Comcast Franchise Agreement
V2

12.4

Performance Bond.
(A) No later than the Effective Date of this Franchise, Grantee shall deliver to the City for
approval, a good and sufficient bond in the penal sum of not less than $100,000, and
maintain such bond continuously in effect. The bond shall be executed by a surety
company authorized and qualified to do business in the state as a surety or by other
sureties acceptable to the City and in a form approved by the City Attorney. The bond
shall stipulate that Grantee shall strictly comply with each and every condition and
covenant of its Franchise. The City shall file the approved bond with the City Clerk.
(B) If at any time during the Franchise period the City determines that the conduct of
Grantee warrants a higher assurance under the bond, then the City may require
Grantee to furnish a new or additional bond in such amount as may be specified, and
with such sureties as are acceptable to the City. Grantee shall upon demand furnish
such new or additional bond and maintain it continuously in effect.

12.5 Security Fund or Letter of Credit.
(A) Amount. The Grantee's Franchise shall not become effective until the Grantee posts
with the City a security fund in the form of a cash security deposit or an irrevocable letter
of credit, or a combination of the two in an amount equal to one dollar ($1.00) per
Subscriber in the Franchise Area, but in no event less than twenty thousand dollars
($20,000). It is the Grantee's responsibility to maintain this security fund throughout the
Franchise term. Before any letter of credit provided to satisfy the security fund obligation
expires, the Grantee must renew it or replace that letter of credit with a cash deposit,
letter of credit, or combination of the two in an amount and in a form that satisfies its
obligations under this subsection.
(B) Use. The City shall have the right to draw on the security fund to ensure the Grantee's
faithful performance of the Franchise in accordance with applicable law, and as security
for the payment of any penalties, fees, charges, or credits as provided for under SMC
21.60.800-850, where applicable. If Grantee fails to perform its obligations under the
Franchise in any respect, including making any payment to the City required by this
Franchise or by applicable law, including Liquidated Damages and reimbursable costs
incurred by the City, the City may, after ten (10) days prior written notice to the Grantee,
withdraw that amount from the security fund, plus interest for the period between any
loss and the withdrawal. The City shall notify the Grantee of the amount and date of the
withdrawal.
(C) Restoration of Fund. Within thirty (30) calendar days after the City gives Grantee
written notice that an amount has been withdrawn from the security fund, the Grantee
must deposit a sum of money in the security fund sufficient to restore it to the original
amount. If Grantee fails to do so, such failure to restore shall be a material breach of this
Franchise.

30

 Att A – Comcast Franchise Agreement
V2

(D) Return of Fund. If the Franchise terminates for any reason, and the Grantee has
ceased to provide Cable Service in the City, the balance of the security fund that remains
following termination of the Franchise and satisfaction of all of Grantee's obligations
secured by the fund shall be returned to Grantee. The City shall be under no obligation to
return funds until a reasonable time, but no longer than one hundred eighty (180) days,
has elapsed for the City to determine that all such obligations have been satisfied.
(E) Letter of Credit. Any letter of credit used to satisfy any portion of the security fund
requirement must:
(1) Be issued by a bank licensed to do and doing business in the State of
Washington;
(2) Be irrevocable;
(3) Provide for automatic renewal of the letter unless the bank has given the City
written notice by certified mail at least sixty (60) days prior to expiration of the
letter;
(4) Provide that the City may draw against the letter at any time prior to
expiration of the letter, subject to the process set forth in this subsection 12.5;
(5) Provide that the City may draw against the letter and hold the funds in escrow
after termination of the Franchise:
(a) if the City has filed a lawsuit;
(b) if the City has sought to draw against the letter prior to termination and
Grantee has filed a lawsuit to contest the action or to appeal the notice and
order; or
(c) if the bank or the Grantee has filed a lawsuit to challenge or appeal the
draw.
(F) Cash Security Deposit. Any cash security deposit used to satisfy any portion of the
security fund requirement shall be placed in an account, the terms and conditions of
which are acceptable to the City, and in a financial institution acceptable to the City. The
City shall have an unrestricted right to draw on the account to ensure the Grantee's
faithful performance of the Franchise, in accordance with applicable law, or if Grantee
fails to perform any of its obligations under this Franchise. Additionally, the City shall
have the right to withdraw all funds from the account and hold the funds in escrow after
termination of the Franchise:
(a) if the City has filed a lawsuit;

31

 Att A – Comcast Franchise Agreement
V2

(b) if the City has sought to withdraw funds from the account prior to
termination and Grantee has filed a lawsuit to contest the action or to appeal
the notice and order; or
(c) if the Grantee has filed a lawsuit to challenge or appeal the withdrawal.

SECTION 13. GENERAL USE OF AND CONSTRUCTION IN RIGHT OF WAY
13.1 Relationship with Other Laws.
Construction work and maintenance of any and all Facilities within the City's Rights of Way
shall be done in accordance with the Seattle Municipal Code, including, but not limited to, SMC
Title 11, SMC Title 15, and SMC 21.60; City of Seattle Standard Specifications for Road, Bridge
and Municipal Construction; City of Seattle Standard Plans for Municipal Construction; City of
Seattle Traffic Control Manual for In-Street Work; Director’s Rules regarding Seattle Street and
Sidewalk Pavement Opening and Restoration; any other applicable ordinance, rule or policy, and
any amendments thereto. The provisions of Section 13 are meant to be supplemental to the above
referenced City laws and rules. In the event of a conflict between the above referenced laws and
rules and this Franchise, the above laws and rules shall prevail.
13.2 Construction.
(A) All construction and maintenance of any and all Facilities within the City's Rights of
Way incident to Grantee's Cable System shall be and remain the Grantee's responsibility
regardless of who performs the construction. Grantee shall apply for and obtain all
permits necessary for construction or installation of any Facilities, and for excavating and
laying any Facilities, within the City's Rights of Way. Grantee shall pay all applicable
fees upon issuance of the requisite construction permits by the City to Grantee, and shall
pay all inspection fees and other costs incurred by the City as a result of work authorized
by such permit.
(B) Before beginning any construction, Grantee shall provide the City with a construction
schedule for work in the City's Rights of Way. As Grantee's construction of Facilities in
the City's Rights of Way is completed or its location subsequently altered during the term
of the Franchise, Grantee shall make available to the City’s Office of Cable
Communications maps in sufficient detail for it to determine the location of the Facilities
in the City's Rights of Way as set forth in subsection 4.1 (C) of this Franchise.
(C) Before beginning any work in the City's Rights of Way, Grantee shall apply for and
obtain appropriate permits from the City, and give appropriate notices to any other
franchisees, licensees, or permittees of the City, or other units of government owning or
maintaining pipes, wires, conduits, or other facilities which may be affected by the
proposed excavation.
(D) When Facilities pass over or under private or publicly owned property, it shall be
Grantee's sole responsibility to obtain all necessary permission from the owner thereof
32

 Att A – Comcast Franchise Agreement
V2

before commencing work, and to notify all utility companies and property owners who
may be subject to damage or inconvenience during such work.
13.3 Relocation.
The City shall have the right to the extent allowed by law to require Grantee to change the design
or location of any of Grantee's Cable System within the City's Rights of Way when the public
convenience or public interest would be served by such a change, and the expense thereof shall
be paid by Grantee. Should Grantee fail to remove or relocate or redesign any such Facilities by
the date reasonably established by the City, the City may effect such removal or relocation or
redesign, and the expense thereof shall be paid by Grantee, including all costs and expenses
incurred by the City due to Grantee's delay. If the City requires Grantee to relocate its Facilities
located within the City's Rights of Way, the City shall provide Grantee with an alternate location
within the City's Rights of Way. Nothing herein shall prevent Grantee from participating in any
alternative funding for relocation.
13.4 Restoration of City's Rights of Way.
Whenever Grantee disturbs the surface of any Right of Way for any purpose, the City shall be
responsible for restoration of the City's Right of Way and its surface within the area affected by
the excavation unless the City authorizes the Grantee in the street use permit to perform such
restoration work. The cost of all restoration work, including the cost of inspection and
supervision shall be paid by the Grantee. All excavations made by Grantee in the City's Rights of
Way shall be properly safeguarded for the prevention of accidents.
13.5 Maintenance and Quality of Work.
(A) Grantee's Cable System shall be constructed and maintained so as not to interfere
with sewers, water pipes, conduits, or any other property of the City, or with any other
pipes, wires, conduits, structures or other facilities that may have been laid in the City's
Rights of Way by or under the City's authority.
(B) Grantee shall operate its Cable System so as to prevent injury to the City's property or
property belonging to any Person within the City. Grantee, at its own expense, shall
repair, renew, change and improve its Facilities from time to time as may be necessary to
accomplish this purpose.
(C) Grantee shall not construct its Cable System in any manner that requires any
Subscriber to install any cable, wire, conduits, or other facilities, under or over a Right of
Way.
13.6 Acquisition of Facilities.
Upon Grantee's acquisition of Facilities in any City Right of Way, or upon the addition or
annexation to the City of any area in which Grantee owns or operates any Facility in any City
Rights of Way, the Grantee shall, at the City's request, submit to the City a statement and plans
describing all existing Facilities, whether authorized by franchise, permit, license, or other prior
right, and depicting the location of all such Facilities with such specificity as the City may
reasonably require. Such Facilities shall immediately be subject to the terms of this Franchise,
33

 Att A – Comcast Franchise Agreement
V2

and shall be brought into compliance with it as soon as practicable. In the event the new
Facilities or annexed area have characteristics that make literal application of any term of the
Franchise inappropriate, the parties will negotiate in good faith to modify the Franchise solely
with respect to such characteristics and only to the extent necessary to achieve consistency with
the purposes of this Franchise.
13.7 Reservation of City Right of Way Rights.
Nothing in this Franchise shall prevent the City from constructing, maintaining, or repairing any
City Right of Way, or public work or improvement in the City's Rights of Way. All such work
shall be done, insofar as practicable, so as not to obstruct, injure or prevent the use and operation
of Grantee's Cable System. However, if any of the Grantee's Cable System will interfere with the
construction, maintenance, or repair of any City Right of Way or public work or improvement in
the City's Rights of Way, at its own expense the Grantee shall remove or relocate its Cable
System as the City directs. Should the Grantee fail to remove, adjust, or relocate its Facilities by
the date established by the City Engineer's written notice to Grantee, the City may effect such
removal, adjustment, or relocation and recover the cost thereof from the Grantee, including all
costs and expenses incurred by the City due to Grantee's delay.
13.8 Reservation of Rights and Privileges.
Nothing in this Franchise shall deprive the City of any rights or privileges that it now has, or that
may hereafter be conferred upon it, including any rights to exercise its police powers in the
regulation, control, and use of the Right of Way.
13.9 Street Vacation.
If any street or portion thereof used by Grantee is vacated by the City during the term of this
Franchise, unless the City Council specifically reserves to Grantee the right to continue its
installation in the vacated street, Grantee shall, without delay or expense to the City, remove its
Facilities from such street and the expense thereof shall be paid by Grantee.
13.10 Discontinuing Use of Facilities.
Whenever Grantee intends to discontinue using any Facility within the City's Right of Way,
Grantee shall submit for the approval of the authorizing City department a complete description
of the Facility and the date on which the Grantee intends to discontinue using the Facility.
Grantee may remove the Facility or request that the City permit it to remain in place.
Notwithstanding the Grantee's request that any such Facility remain in place, the City may
require the Grantee to remove the Facility from the City's Right of Way or modify or maintain
the Facility to protect the public health and safety or otherwise serve the public interest. The City
may require the Grantee to perform a combination of modification, maintenance, and/or removal
of the Facility. Grantee shall complete such removal or modification in accordance with a
schedule set by the City. Until such time as Grantee removes or modifies the Facility as directed
by the City, or until the rights to and responsibility for the Facility are accepted by another
Person having authority to construct and maintain such Facility, Grantee shall be responsible for
all necessary repairs and relocations of the Facility, as well as maintenance of the City's Right of
Way, in the same manner and degree as if the Facility were in active use, and Grantee shall retain
all liability for such Facility.
34

 Att A – Comcast Franchise Agreement
V2

13.11 Hazardous Substances.
(A) Grantee shall comply with all applicable state and federal laws, statutes, regulations
and orders concerning Hazardous Substances relating to Grantee's Cable System in the
City's Right of Way. For purposes of this subsection 13.11, "Hazardous Substances" shall
be all substances so characterized in RCW 70.105D.020(13).
(B) Grantee shall maintain and inspect its Facilities located in the City's Right of Way
and immediately inform the City of any release of Hazardous Substances. Upon
reasonable notice to Grantee, the City may inspect Grantee's Facilities in the City's Right
of Way to determine if any release of Hazardous Substances has occurred, or may occur,
from or related to Grantee's Facilities. In removing or modifying Grantee's Facilities as
provided in this Franchise, Grantee shall also remove all residue of Hazardous
Substances related thereto; provided, however, if it is determined that Grantee's owned
Facilities did not cause the release of Hazardous Substances, Grantee shall have no duty
to remove such substances.
(C) Grantee agrees to forever indemnify the City against any claims, costs, and expenses,
of any kind, whether direct or indirect, incurred by the City arising out of a release of
Hazardous Substances arising from, connected to or incident to Grantee's Facilities in the
City's Right of Way.
13.12 Undergrounding of Cable.
Grantee is strongly encouraged to locate and construct its present and future cables and other
Facilities underground. Grantee shall install its cables or other Facilities underground wherever
and at the same time existing utilities in the immediate vicinity are installed underground, where
all utilities are placed underground, or where statute or ordinance requires utilities to be placed
underground. Previously installed aerial cable shall be undergrounded in concert, and on a
reasonable cost­sharing basis, with other utilities pursuant to the general ordinances of the City
or applicable state law, or in the event that a telecommunications utility or a public utility
decides to underground its facilities on a voluntary basis, unless the City grants an exception.
13.13 Construction Codes.
Grantee shall strictly adhere to all building and zoning codes currently or hereafter in effect.
Grantee shall arrange its lines, cables, and other appurtenances, on both public and private
property, in such a manner as to cause no unreasonable interference with the use of said public or
private property by any Person. In the event of such interference, the City may require the
removal or relocation of the Grantee's lines, cables, and other appurtenances from the property in
question at Grantee's expense.
13.14 Construction and Use of Poles.
Grantee shall negotiate and enter into pole attachment agreements with utilities maintaining
poles in the Grantee's Franchise Area on terms acceptable to Grantee and the affected utilities
and in compliance with SMC 15.32; provided, any obligations to provide fiber or capacity that
might be imposed on Grantee under SMC 15.32 and any amendments thereto, shall be deemed
fully satisfied for the term of this Franchise and any extensions by Grantee's agreement to install,
35

 Att A – Comcast Franchise Agreement
V2

at the time of Grantee's own construction, fiber for the City in accordance with the following
provisions:
(A) In the course of Grantee's own construction of its optical fiber system Grantee shall
include at the City's request additional fiber for the City's exclusive use for governmental
purposes. Such purposes shall not include any lease, license, or other transfer to any third
party of the right to use such fiber and shall not include any commercial use. However,
such purposes may include the following uses, for which the City may receive payment
to defray its costs of installation and maintenance:
(1) The City may share use of the fiber with other governments for governmental
purposes where signals are mixed with City signals in the same transmission
system; and
(2) The City may make fibers available to Schools as distinctly leased fibers or as
part of a shared transmission system as described above.
(B) The City shall bear the incremental cost of adding the additional fiber during
Grantee's construction and the incremental cost, if any, of maintenance.
SECTION 14. TRANSFER OR ASSIGNMENT
The Grantee shall comply with Section 21.60.110 of the Cable Code upon any sale, transfer, or
fundamental corporate change of Grantee or the Cable System. In no event shall a transfer or
assignment be approved without the transferee becoming a signatory to this Franchise and
assuming all rights and obligations hereunder, and assuming all other rights and obligations of
the transferor to the City, including, but not limited to, any adequate guarantees or other security
instruments in form and substance acceptable to the City Attorney as set forth in Attachment A
of the Franchise.
SECTION 15. PROCEDURES IN THE EVENT OF EXPIRATION, TERMINATION,
REVOCATION, OR NON-RENEWAL
Section 21.60.120 and 21.60.125 of the Cable Code shall govern the procedures in the event of
expiration, termination, revocation, or non-renewal of this Franchise.

SECTION 16. REGULATION OF RATES AND CHARGES
16.1 City Regulation.
To the extent consistent with state and federal law, Grantee's rates and charges shall be subject to
City regulation and approval.
16.2 Filing of Rates and Charges.

36

 Att A – Comcast Franchise Agreement
V2

(A) Throughout the term of this Franchise, Grantee shall maintain on file with the City a
complete and current schedule of all rates and charges related to providing Cable
Services under this Franchise, in a form satisfactory to the City.
(B) Upon request by the City, Grantee shall provide a complete schedule of rates and
charges for any and all Leased Access Channels, or portions of such Channels, provided
by Grantee. The schedule shall include a description of the price, terms, and conditions
established by Grantee for Leased Access Channels. Upon the City's request, Grantee
shall furnish additional detail or explanation in writing.
16.3 Changes in Rates and Charges.
(A) Grantee shall provide written notice to the City and Subscribers at least thirty (30)
days in advance of any proposed changes in rates and charges.
(B) Grantee shall be entitled to increase regulated rates only as provided in this
Franchise. Grantee and the City shall follow the process for establishing increases in
rates and charges set forth in the City's Cable Code, SMC 21.60, as now constituted or
hereafter amended. Grantee shall provide all information reasonably requested by the
City.
16.4 Reasonable Discounts Provided.
Grantee shall provide reasonable discounts of not less than ten (10%) on Basic Service rates,
installation, and equipment rental charges, if necessary to receive Basic Service, at a minimum,
to Subscribers with low incomes as qualified in the City's Utility Discount Program or living in
low-income subsidized housing. This subsection shall not prohibit Grantee from providing a
larger discount or offering the discount to other economically or physically challenged
Subscribers.
16.5 Multiple Dwelling Unit Buildings.
Grantee shall ensure that rates charged by Grantee to residents of Multiple Dwelling Unit
buildings do not exceed the charges paid by residents of single family homes. Grantee may not
condition provision of services to Multiple Dwelling Unit buildings on any requirement not
imposed on other Subscribers. Subject to subsection 10.2 (D), Grantee may not condition
provision of services to Multiple Dwelling Unit buildings on an exclusive use agreement with
Grantee. Where the agreement is with a building owner, Grantee may offer the building owner
the option of a long-term agreement in return for installation and maintenance of internal wiring
or other telecommunications improvements unique to the building, but Grantee must offer the
alternative of a no term agreement to building owners who wish to contract directly for
installation by a contractor approved by Grantee and in accordance with Grantee's generally
applicable technical standards. The foregoing does not restrict, condition, or inhibit Grantee’s
ability to negotiate longer-term right of entry agreements prior to offering service to Multiple
Dwelling Unit building residents for the purpose of maintaining Grantee’s on-site signal and
Facilities. For purposes of this subsection 16.5, a "right of entry agreement" means any
agreement that permits Grantee access to the building to extend its distribution cable from the
37

 Att A – Comcast Franchise Agreement
V2

Cable System in the Right of Way or public easement to the utility closet or other Demarcation
Point in the Multiple Dwelling Unit building.
16.6 Downgrade Charges.
(A) Grantee may impose Downgrade Charges only if the Subscriber has been notified, at
the time of initiating Cable Services, and annually thereafter, of Grantee's Downgrade
Charges.
(B) Affected Subscribers shall have thirty (30) days after a retiering or increase in rates to
downgrade their Cable Service without charge.
16.7 Reserved City Authority.
Subject to subsection 16.1, the City reserves all regulatory authority arising from the Cable
Television Consumer Protection and Competition Act of 1992, as now in effect or hereafter
amended.
SECTION 17. RECORDS AND REPORTS
17.1 Open Records.
(A) Grantee shall maintain Records of its operations that are open and accessible to the City.
The City shall have the ability to inspect such Records of the Grantee as are reasonably
necessary to monitor compliance with the Franchise at a location in the City during
Normal Business Hours and upon reasonable notice. Such notice shall specifically
reference the section of the Franchise that is under review, so that the Grantee may
organize the necessary Records for easy access by the City. Such notice shall not apply to
the Public Records File required by the FCC. If any such Records are considered by
Grantee to be confidential, under the control of an Affiliated Entity or a third party, or are
stored in a computer, Grantee shall promptly take steps to secure access to such Records
as are reasonably necessary for the City's inspection. Alternatively, Grantee may, at its
sole option, choose to pay the reasonable travel costs of the City’s representative to view
the Records at the appropriate location.
(B) Grantee acknowledges that information submitted to the City is subject to the
Washington Public Records Act, RCW 42.56, and is open to public inspection.
(C) Grantee may identify documents submitted to the City that Grantee believes are nondisclosable, such as trade secrets. Grantee shall prominently mark any document, or
information within a document, for which it claims confidentiality with the mark
"Confidential," in letters at least one­half (1/2) inch in height, prior to submitting such
document to the City. The City shall treat any document so marked as confidential and
will not disclose it to Persons outside of the City, except as required by law and as
provided herein. If the City receives a request for any document or parts of documents
that Grantee has marked as “Confidential,” the City shall provide the Grantee with
written notice of the request, including a copy of the request. While it is not a legal
38

 Att A – Comcast Franchise Agreement
V2

obligation, the City, as a courtesy, will allow Grantee up to ten (10) business days to
obtain and serve the City with a court injunction to prevent the City from releasing the
documents. If Grantee fails to obtain a court order and serve the City within the ten (10)
business days, the City may release the documents. The City will not assert an
exemption from disclosure on Grantee’s behalf.
(D) The City agrees to require its consultants to execute a reasonable Non-Disclosure
Agreement governing proprietary and/or confidential information.
17.2 Annual Reports.
Grantee shall annually present a written report to the City (the "Annual Report"). Grantee shall
submit the Annual Report no later than one hundred twenty (120) days after the close of its fiscal
year. The Annual Report shall include information for the Grantee's operations within the City
for the immediately preceding year, including, but not limited to:
(A) System structural and operating information;
(B) Changes, additions or deletions made in the Cable System since the last Annual
Report. The City may request a copy of Grantee's Cable System route maps annually or
as needed to update the City's maps;
(C) System ownership organization chart;
(D) An organization chart for Grantee, listing its officers, directors, department heads,
and supervisors for major activity centers by category including names, positions, and
business addresses;
(E) Cable Services provided on Grantee's Cable System, including services begun or
dropped during the previous year;
(F) A schedule of all Grantee's rates and charges with notations of changes occurring
during the year and the dates of such changes;
(G) For Grantee's Cable System in the City: (a) miles of system plant; (b) homes passed;
(c) end-of-year total numbers of Subscribers, and total Subscribers with Basic Service,
expanded basic service, and digital Subscribers; and (d) number of Subscribers with
premium service;
(H) A statistical summary of telephone responsiveness, identifying on a monthly average
basis the percent of time the telephone system has all trunks busy, the number of callers
to Grantee's Subscriber service or repair lines who fail to reach a Subscriber service
representative in less than thirty (30) seconds, and providing any other information the
City reasonably deems necessary to determine if Grantee has met the performance
standards of Section 10;

39

 Att A – Comcast Franchise Agreement
V2

(I) A summary of all Cable System outages in a form acceptable to the City. An outage
includes a loss of one or more video or audio Channels, but does not include instances
where the sound or video is lost prior to its receipt by the Cable System;
(J) The current complaint procedures followed by the Grantee and the total number of
Subscribers in the Franchise Area who received service credits from Grantee, sorted by
reason code;
(K) A statement warranting that all technical performance tests required by the FCC have
been completed;
(L) Copies of current form contracts between Subscribers and the Grantee;
(M) Grantee's development or incorporation of new technology on Grantee's Cable
System within the Franchise Area, such as addressability, interactivity, pay­per­view
event Programming or other Cable Services;
(N) A general summary of requests and usage patterns for Leased Access Channels, if
any;
(O) A description of the progress made in construction and completion of any Cable
System Rebuild or Upgrade;
(P) A list of all petitions, applications, communications, and reports having a direct and
material effect on the Cable System, submitted by the Grantee and its Parent
Corporations to the FCC, the Securities and Exchange Commission or any other federal
or state regulatory agency. Grantee shall make copies of any such Documents and any
related communications with the respective agencies available to the City upon request;
(Q) A copy of its equal employment opportunity plan and Form 396-C or other applicable
EEO form filed with or submitted to the FCC; and
(R) Financial information as follows:
(1) Financial statements for Grantee's Seattle Area Cable System and, separately,
for its Cable System within the City, prepared in accordance with generally
accepted accounting principles. For purposes of this subsection, "Seattle Area
Cable System" means the regional Cable System of which Grantee's Cable
System serving the Franchise Area is a part;
(2) Such other financial Documents as the City may reasonably request;
(3) Planned construction, Upgrade or Rebuild activity of Grantee's Cable System
within the City for the current year and the projected costs of such activity;

40

 Att A – Comcast Franchise Agreement
V2

(4) Grantee’s (or ultimate Parent Corporation’s) annual corporate report,
including their audited financial statements; and
(5) Statement describing joint ventures or partnerships in which the Grantee owns
at least a five percent (5%) interest.
17.3 Public Hearing.
If directed by the City, the non-confidential and non-proprietary portions of Grantee's Annual
Report shall be presented at a public hearing at which Grantee shall summarize the contents of
the Annual Report and members of the general public may comment thereon.
17.4 Reports of Regulatory Violations.
Grantee shall provide copies to the City of any report, order, consent decree, or other formal
determination of any regulatory agency having jurisdiction over Grantee pertaining to any
alleged violation by Grantee of any applicable rule or law of the agency regarding the Grantee's
provision of Cable Services under this Franchise.
SECTION 18. EQUAL EMPLOYMENT
18.1 Non-Discrimination in Employment and Benefits.
During the performance of this Franchise, the Grantee agrees as follows:
(A) Grantee shall not discriminate against any employee or applicant for employment
because of race, religion, creed, color, age, sex, marital status, sexual orientation, gender
identity, political ideology, ancestry, national origin, or the presence of any sensory,
mental or physical handicap, unless based upon a bona fide occupational qualification.
Grantee will make affirmative efforts to ensure that applicants are employed, and that
employees are treated during employment, without regard to their creed, religion, race,
color, sex, age, marital status, sexual orientation, gender identity, political ideology,
ancestry, national origin, or the presence of any sensory, mental or physical handicap.
Such efforts shall include, but are not limited to, the following: employment, upgrading,
demotion, or transfer; recruitment, or recruitment advertising; layoff or termination; rates
of pay or other forms of compensation; and selection for training, including
apprenticeship.
(B) Upon request, Grantee shall furnish a report to the City Purchasing and Contracting
Services Director of the affirmative efforts taken by Grantee in implementing the
requirements of this Section, and, subject to the privacy requirements of applicable
federal and state law, will permit access to Grantee’s records of employment,
employment advertisements, application forms, and other pertinent data and records
required for investigation of compliance with the requirements of this Section.
(C) The Grantee shall substitute the name of the subcontractor wherever the word
“Grantee” appears in provisions subsections 18.1(A) and (B) and insert these revised
provisions in all subcontracts for work covered by this Franchise.
41

 Att A – Comcast Franchise Agreement
V2

(D) Grantee shall comply with SMC 20.45 and the City’s Equal Benefit Program Rules,
which require Grantee to provide the same or equivalent benefits to domestic partners of
employees as Grantee provides to spouses of employees. At the City’s request, Grantee
shall provide information and verification of Grantee’s compliance.
(E) By acceptance of this Franchise, Grantee is affirming that it complies with all
applicable federal, state, and local non-discrimination laws, including, but not limited to
SMC Chapters 14.04, 14.10, 20.42 and 20.45.
18.2 Women and Minority Business Enterprises (“WMBE”).
(A) Grantee shall use good faith efforts to promote and seek utilization of women and
minority businesses for subcontracting opportunities that arise in connection with this
Franchise.
(B) Efforts may include the use of solicitation lists, advertisements in minority
community publications, breaking requirements into tasks or quantities that promote
WMBE utilization, making other schedule or requirement modifications likely to assist
WMBE firms to compete, targeted recruitment, and using minority community and
public organizations to perform outreach.
(C) Record-Keeping: Grantee shall maintain, for at least twenty-four (24) months after
the expiration or earlier termination of this Franchise, relevant records and information
necessary to document all Grantee’s solicitations to subcontractors and suppliers, all
subcontractor and supplier proposals received, and all subcontractor and suppliers
actually utilized in meeting Grantee’s Franchise obligations. The City shall have the
right to inspect and copy such records.
(D) Grantee shall ensure that all employees, particularly supervisors, are aware of, and
adhere to, their obligation to maintain a working environment free from discriminatory
conduct, including, but not limited to, harassment and intimidation of women or minority
businesses.
(E) Non-Discrimination: Grantee shall not create barriers to open and fair opportunities
for WMBEs to participate in any City contract and to obtain or compete for contracts and
subcontracts as sources of supplies, equipment, construction, and services.
SECTION 19. REMEDIES FOR NON­COMPLIANCE
19.1 Termination.
The City may terminate this Franchise pursuant to SMC 21.60, including but not limited to the
terms, conditions, and procedures set forth in SMC 21.60.120, subject to applicable law.
19.2 Liquidated Damages.
42

 Att A – Comcast Franchise Agreement
V2

(A) Amounts of Liquidated Damages. Because Grantee's failure to comply with
provisions of the Franchise will result in injury to the City in amounts that will be
difficult to quantify with reasonable certainty, the City and Grantee agree to the following
Liquidated Damages for the following violations. These damages represent the parties'
best estimate of the damages resulting from the specified injury. The Liquidated Damage
amounts are in 2015 dollars and shall be increased each year by the increase in the U.S.
Consumer Price Index.
(1) For any Transfer subject to the provisions of Section 14 without prior City
approval: three hundred sixty dollars ($360) per day for each day the violation
continues;
(2) For failure to comply with non-monetary requirements for PEG Access and
use of the Cable System: one dollar ($1.00) per Subscriber for each month the
violation continues, but not to exceed eighteen thousand dollars ($18,000) per
month;
(3) For violation of applicable Subscriber service standards:
(a) For standards requiring a percentage performance, other than violations of
call answering standards: eighteen hundred dollars ($1,800) per quarter for
each percentage point below the required performance;
(b) For call answering standards requiring a percentage performance:
eighteen hundred dollars ($1,800) per month for each percentage point below
the required performance;
(c) For failure to maintain required Subscriber Service Centers: one dollar and
eighty cents ($1.80) per Subscriber per month, but not to exceed nine
thousand dollars ($9,000) per month;
(d) For other violations: three hundred sixty dollars ($360) per occurrence;
(4) For violation of any material technical performance standards: nine hundred
dollars ($900) per occurrence; and
(5) For all other material violations: nine hundred dollars ($900) per occurrence.
(B) Procedure for imposing Liquidated Damages.
(1) Whenever the City believes that the Grantee has violated one or more terms,
conditions, or provisions of this Franchise, and Liquidated Damages will be
sought, a written notice shall be given to the Grantee informing it of such alleged
violation or liability. The written notice shall describe in reasonable detail the
specific violation so as to afford the Grantee an opportunity to remedy the
violation. The Grantee shall have thirty (30) days subsequent to receipt of the
43

 Att A – Comcast Franchise Agreement
V2

notice in which to correct the violation before the City may impose Liquidated
Damages, unless (a) the violation is of such a nature so as to require more than
thirty (30) days and the Grantee proceeds diligently within the thirty (30) days to
correct the violation; or (b) the violation is of a call answering standard, for which
Liquidated Damages shall be imposed on each month of violation and the thirty
(30) days for corrective action is not applicable.
(2) The Grantee may, within ten (10) days of receipt of notice, notify the City that
there is a dispute as to whether a violation or failure has, in fact, occurred. Such
notice by the Grantee to the City shall specify with particularity the matters
disputed by the Grantee. The dispute shall then be resolved pursuant to subsection
20.2.
(C) Effect on Duty to Comply. The collection of Liquidated Damages by the City shall in
no respect affect:
(1) Compensation owed to Subscribers; or
(2) The Grantee's obligation to comply with the provisions of this Franchise or
applicable law.
(D) Accrual. Liquidated Damages accrue from the date the City notifies the Grantee that
there has been a violation.
19.3 Relationship of Remedies.
(A) Non­Exclusivity of Remedies. Subject to applicable law, the remedies provided for in
this Franchise and the Cable Code, as amended, are cumulative and not exclusive; the
exercise of one remedy shall not prevent the exercise of another remedy, or the exercise
of any rights of the City at law or equity.
(B) No Election of Remedies. Without limitation, the withdrawal of amounts from the
Security Fund (see subsection 12.5), or the recovery of amounts under the insurance,
indemnity, bonding or Liquidated Damages provisions of this Franchise shall not be
construed as a limit on the liability of the Grantee under the Franchise or an excuse of
faithful performance of any obligation of the Grantee.
19.4 Non­Waiver.
Grantee shall not be relieved of its obligations to comply, promptly and completely, with any
provision of the Franchise by reason of any failure of the City to promptly enforce compliance
with this Franchise, nor does the City waive or limit any of its rights under this Franchise by
reason of such failure or neglect.
19.5 Cost Treatment of Fines, Liquidated Damages, Damages.
No cost to Grantee arising from a breach or violation of the Franchise shall be recovered from
Subscribers, shall form the basis for any adjustment to Subscriber rates or other Subscriber
44

 Att A – Comcast Franchise Agreement
V2

charges or shall be offset against any sums due the City as a tax, Franchise Fee or otherwise
regardless of whether the combination of Franchise Fees and said costs exceed five percent (5%)
of Grantee's Gross Revenues in any twelve (12) month period.
SECTION 20. MISCELLANEOUS PROVISIONS
20.1 Compliance with Laws.
(A) Grantee shall comply with all applicable federal and state laws and City ordinances,
resolutions, rules and regulations adopted or established pursuant to the City's lawful
authority and other agreements or contracts entered into with the City that specifically
make such agreements or contracts subject to the enforcement provisions of this
Franchise.
(B) Nothing in this Franchise is intended to authorize the Grantee to engage in any
activity that violates the law.
20.2 Arbitration.
(A) All disputes relating to the interpretation, application, violation, or enforcement of
this Franchise shall be arbitrated as provided in this subsection 20.2 except as provided
below:
(1) To the extent that any dispute otherwise arbitrable involves the interpretation
or application of state or federal laws that govern the rights and obligations of the
parties under this Franchise, such interpretation or application of federal or state
law shall not be subject to arbitration, but shall be resolved judicially. This
exception shall not extend to the application of the common law to legal issues
arising in the arbitration, or to the application of statutes that generally affect the
interpretation of contracts.
(2) In the event that any material provision of the Franchise is determined to be
invalid or unenforceable, and the parties are unable to agree upon appropriate
modifications of the Franchise, the Franchise shall be modified by arbitration in
accordance with this subsection 20.2; provided, however, to the extent either party
establishes probable inconsistency between a proposed modification and federal
or state law governing this Franchise, excluding common law or statutes
governing contracts generally, the arbitration proceeding shall be stayed upon the
request of either party made in a proceeding filed in federal court. In any event,
either party shall have the right to seek judicial resolution of issues within
subsection 20.2(A)(1) either before or after any arbitration proceeding.
(3) In order to minimize the likelihood of a dispute regarding the arbitrability of
specific questions under the previous subsections, the parties agree, by way of
example and not limitation, that the following issues of law are not subject to
arbitration, but shall be resolved judicially at the request of either party: (a)
45

 Att A – Comcast Franchise Agreement
V2

preemption under federal or state law and the interpretation and application of any
federal or state laws that are determined to have preemptive effect; (b) the
application of any federal or state law that governs the parties' relationship
independently of the Franchise agreement; and (c) injunctive relief.
(B) Without limiting the generality of the arbitration provision, and subject to the
exceptions stated above, the parties agree that disputes arising under the following
provisions of the Franchise shall be arbitrable and the determination of the arbitrators
shall be final and binding upon both the City and the Grantee, except to the extent legal
review is permitted hereunder: PEG Access Channel assignments; Franchise Fee
modification; Franchise modification due to changes in the law; and ascertainment.
(C) Either party may initiate arbitration by sending written notice to the other.
(D) In the event an arbitration is initiated by either party, each party has fifteen (15) days
from the date of receipt of written notice to provide to the other party in writing a list of
six (6) persons qualified to serve as arbitrators with no affiliation or relationship with
either party that would tend to affect the person's ability to act as a neutral arbitrator, and
acceptable to that party.
(E) The City and Grantee shall mutually select three arbitrators from the list within five
(5) days after the exchange of proposed arbitrators’ information. If the City and Grantee
are unable to agree upon these arbitrators within the time specified herein, then the
arbitrators shall be appointed by the Chief Judge of the Federal District Court for the
Western District of Washington or, if said judge declines to act, by the Presiding Judge of
the King County Superior Court.
(F) After the arbitrators have been selected, they shall take an oath to serve neutrally and
impartially. The arbitrators shall then schedule such discovery or other exchange of
documents and information as is appropriate to the issue and a date, time and place for
hearing the presentations of the City and the Grantee. The hearing shall occur not less
than one hundred (100) days after the appointment of the arbitrators except for good
cause shown. The arbitrators shall make a written report to the City and the Grantee on
their final determination within thirty (30) days after completion of the hearing. The
determination of the arbitrators shall constitute a final arbitration determination.
(G) The arbitration shall be conducted in Seattle, Washington, in accordance with the
then­existing rules of the American Arbitration Association (“AAA”), except where
inconsistent with this Franchise, but not under the auspices or control of the AAA unless
the parties so agree. Judgment upon any award by the arbitrators may be entered by the
state or federal court having jurisdiction.
(H) The cost of the arbitration shall be divided equally between the City and the Grantee.
Each party shall be responsible for its own costs.

46

 Att A – Comcast Franchise Agreement
V2

20.3 Severability.
If any Section or subsection, provision or clause of this Franchise is held by a court of competent
jurisdiction to be invalid or unenforceable, or is preempted by federal or state laws or
regulations, the remainder of this Franchise shall not be affected, except as is otherwise provided
in this Franchise.
20.4 No Recourse Against City.
Grantee's recourse against the City or its officials, boards, commissions, agents, or employees for
any claim arising from any provision or requirement of this Franchise shall be limited to
injunctive relief and declaratory relief, except where the Grantee's claim arises from acts or
omissions of the City acting in a proprietary capacity, but only to the extent such relief is not
prohibited by federal law. For purposes of this subsection, the City shall not be considered to be
acting in a proprietary capacity in granting, modifying, denying, terminating, or enforcing
franchises.
20.5 Action by Agencies or Courts.
Grantee shall promptly notify the City in the event that any agency of the federal government or
the State of Washington or any court with competent jurisdiction requires the Grantee to act
inconsistently with any provisions of this Franchise.
20.6 Other Cable Franchises.
The City shall not be limited or prevented by any provision in this Franchise from issuing any
franchise, permit, license, or other agreement of any kind for all of Grantee's Franchise Area or
any portion thereof, to other Cable Operators. This provision shall not alter any rights of Grantee
under subsection 1.4 of this Franchise.
20.7 Choice of Forum.
Any litigation between the City and Grantee arising under or regarding this Franchise shall
occur, if in the state courts, in the King County Superior Court, and if in the federal courts, in the
United States District Court for the Western District of Washington.
20.8 Force Majeure.
If Grantee is prevented or delayed in the performance of any of its obligations under this
Franchise by reason of acts of God, floods, fire, hurricanes, tornadoes, earthquakes, or other
unavoidable casualties, insurrection, war, riot, vandalism, strikes, or sabotage, to the extent such
event prevents performance by Grantee and such event is beyond Grantee’s control, Grantee
shall have a reasonable time under the circumstances to perform such obligation under this
Franchise, or to get a substitute for such obligation to the satisfaction of the City. If Grantee
claims a force majeure event, Grantee shall give prompt written notice of the same to the City
and shall set forth its plan of action to meet the obligations of this Franchise once the force
majeure event no longer prevents Grantee’s performance.
20.9 Notice.
Unless otherwise agreed to by the parties, any notice provided for under this Franchise shall be
sufficient if in writing and delivered personally to the following addressee or deposited in the
47

 Att A – Comcast Franchise Agreement
V2

United States mail, postage prepaid, certified mail, return receipt requested, addressed as
follows, or to such other address as the receiving party specifies in writing:
If to the City:

If to the Grantee:

City of Seattle
Department of Information Technology
Office of Cable Communications
P.O. Box 94709
Seattle, Washington 98124-4709

Comcast Cable Communications
Management, LLC
15815 25th Avenue West
Lynnwood, Washington 98087
Attention: Government Affairs

IN WITNESS WHEREOF, and with an intention to be fully and legally bound, Grantee and the
City hereby execute this Franchise, which shall become effective pursuant to the City legislation
authorizing it:
Comcast Cable Communications Management, LLC

___________________
By:
Title:

________
Date

City of Seattle

___________________
By:
Title:

________
Date

48

 Att A – Comcast Franchise Agreement
V2

ATTACHMENT A.
CORPORATE GUARANTY
THIS AGREEMENT is made this _________ day of __________, 20___, between
____________________ (“Guarantor”), the City of Seattle, Washington (“Franchising
Authority”), and _________________ (“Company”).
WITNESSETH
WHEREAS, the Franchising Authority has entered into a cable television franchise
agreement with the Company, authorized by Ordinance No. _____________ (“Franchise”),
pursuant to which the Franchising Authority has granted the Company a Franchise, to own,
operate, and maintain a cable television system (“System”); and
WHEREAS, Guarantor is the parent company of the Company and has a substantial
interest in the System and the conduct of the Company in complying with the Franchise and any
and all amendments thereof and any agreements related thereto, which Franchise and
amendments are hereby specifically referred to, incorporated herein, and made a part hereof;
WHEREAS, Subsection 12.5 of the Franchise requires the Company, as principal, to
furnish a letter of credit in the amount equal to one dollar ($1.00) per Subscriber to ensure the
faithful payment and performance of the Company’s obligations under the Franchise ; and
WHEREAS, the Guarantor desires to provide its unconditional guaranty as part of such
security fund.
NOW, THEREFORE, in consideration of the foregoing premises and for other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Guarantor
hereby unconditionally guarantees the due and punctual payment and performance of all of the
debts, liabilities and obligations of Company contained in the Franchise (“Indebtedness”).
This Agreement, unless terminated, substituted, or canceled, as provided herein, shall
remain in full force and effect for the duration of the term of the Franchise, except as expressly
provided otherwise in the Franchise.
Upon substitution of another Guarantor reasonably satisfactory to the Franchising
Authority, this Agreement may be terminated, substituted, or canceled upon thirty (30) days prior
written notice from Guarantor to the Franchising Authority and the Company.
Such termination shall not affect liability incurred or accrued under this Agreement prior
to the effective date of such termination or cancellation.
The Guarantor will not exercise or enforce any right of contribution, reimbursement,
recourse, or subrogation available to the Guarantor against the Company or any other Person
liable for payment of the Indebtedness or any collateral security therefor, unless and until all of
the Indebtedness shall have been fully paid and discharged.

 Att A – Comcast Franchise Agreement
V2

The Guarantor will pay or reimburse the Franchising Authority for all costs and expenses
(including reasonable attorneys’ fees and legal expenses) incurred by the Franchising Authority
in connection with the protection, defense, or enforcement of this Agreement in any arbitration,
litigation or bankruptcy or insolvency proceedings.
Whether or not any existing relationship between the Guarantor and the Company has
been changed or ended and whether or not this Agreement has been revoked, the Franchising
Authority may, but shall not be obligated to, enter into transactions resulting in the creation or
continuance of Indebtedness, without any consent or approval by the Guarantor and without any
notice to the Guarantor. The liability of the Guarantor shall not be affected or impaired by any
of the following acts or things (which the Franchising Authority is expressly authorized to do,
omit or suffer from time to time, without notice to or approval by the Guarantor): (i) any
acceptance of collateral security, guarantors, accommodation parties, or sureties for any or all
Indebtedness; (ii) any one or more extensions or renewals of Indebtedness (whether or not for
longer than the original period) or any modification of the interest rates, maturities, or other
contractual terms applicable to any Indebtedness; (iii) any waiver or indulgence granted to the
Company, any delay or lack of diligence in the enforcement of any Indebtedness, or any failure
to institute proceedings, file a claim, give any required notices or otherwise protect any
Indebtedness; (iv) any full or partial release of, settlement with, or agreement not to sue, the
Company or any other guarantor or other Person liable in respect of any Indebtedness; (v) any
discharge of any evidence of Indebtedness or the acceptance of any instrument in renewal thereof
or substitution therefor; (vi) any failure to obtain collateral security (including rights of setoff)
for Indebtedness, or to see to the proper or sufficient creation and perfection thereof, or to
establish the priority thereof, or to protect, insure, or enforce any collateral security; or any
modification, substitution, discharge, impairment, or loss of any collateral security; (vii) any
foreclosure or enforcement of any collateral security; (viii) any transfer of any Indebtedness or
any evidence thereof; (ix) any order of application of any payments or credits upon Indebtedness;
(x) any election by the Franchising Authority under § 1111(b)(2) of the United States
Bankruptcy Code.
The Guarantor waives presentment, demand for payment, notice of dishonor or
nonpayment, and protest of any instrument evidencing Indebtedness. The Franchising Authority
shall not be required first to resort for payment of the Indebtedness to the Company or other
Persons or their properties, or first to enforce, realize upon or exhaust any collateral security for
Indebtedness, before enforcing this guaranty. The Guarantor will not assert, plead or enforce
against the Franchising Authority any defense of discharge in bankruptcy of the Company,
statute of frauds, or unenforceability of the Guaranty which may be available to the Company or
any other Person liable in respect of any Indebtedness, or any setoff available against the
Franchising Authority to the Company or any such other Person, whether or not on account of a
related transaction.

 Att A – Comcast Franchise Agreement
V2

Any notices given pursuant to this Agreement shall be addressed to the Guarantor
and Company at ______________________, and to the Franchising Authority, Mayor
and Members of the City Council, City of Seattle at ____________________.
IN WITNESS WHEREOF, the Company, Franchising Authority, and Guarantor
have executed this Corporate Guaranty as of the day, month and year first above written.
GUARANTOR:

By:
Its:
COMPANY:

By:
Its:
FRANCHISING AUTHORITY:
CITY OF SEATTLE, WASHINGTON
By:
Its: