Telecommunications franchise contract.

Memphis Code of Ordinances § 6-28-35

in effect

Sec. 6-28-35. - Telecommunications franchise contract. Telecommunications Franchise Contract by and between the City of Memphis and [Grantee] THIS FRANCHISE AGREEMENT is entered into this ________ day of ____________, 20___ by and between THE CITY OF MEMPHIS and [GRANTEE], duly authorized to do business in the State of Tennessee (hereinafter "Grantee"). WITNESSETH: WHEREAS, Grantee has duly filed its application for a telecommunications franchise pursuant to the terms of Ordinance No. 4398; and, WHEREAS, the grant of a telecommunications franchise to grantee has been approved by ordinance of the council of the City of Memphis in accordance with section 15 of the Charter of the City. NOW, THEREFORE, pursuant to the authority granted by the Charter of the City and by Ordinance No. 4398, and for good and valuable consideration, the City hereby grants a telecommunications franchise to Grantee subject to the following terms and conditions: 1. Grantee's application for a franchise to construct and operate a telecommunications system using fiber optic cable, in whole or in part, which application was filed with the Chief Administrative Officer of the City on [APPLICATION DATE], and is incorporated herein by reference is hereby accepted by the City. 2. Pursuant to the terms of said application and the provisions of Ordinance No. 4398, Grantee is hereby awarded a franchise to construct, maintain and operate a telecommunications system, as defined in said ordinance, within the City of Memphis. 3. Grantee hereby agrees to and accepts the terms and conditions contained in Ordinance No. 4398, which is incorporated into this Contract by reference. 4. Grantee shall, prior to execution of this Franchise Contract, file with the Director of Finance a bond and certificate of insurance meeting the requirements of Ordinance No. 4398. Grantee shall not commence construction, operation or activation of its telecommunications system until these bond and insurance requirements are satisfied. 5. Grantee warrants that it has the financial capability to construct, maintain, and operate a telecommunications system and to comply with the provisions of Ordinance No. 4398. 6. Grantee shall provide no service regulated by the Federal Communications Commission and/or the Tennessee Regulatory Authority until it has received all necessary approvals and permits from said commissions. 7. The City of Memphis agrees to use its best efforts to preserve the confidentiality of information designated by Grantee as proprietary, to the extent permitted by law. 8. The time within which Grantee shall be required to perform any act under the franchise ordinance shall be extended by a period of time equal to the number of days due to a force majeure. The term "force majeure" means delays due to acts of God, inability to obtain governmental approvals, governmental restrictions, war, civil disturbances, fire, unavoidable casualty, construction delays due to weather, or other similar causes beyond the control of Grantee. Grantee shall not be excused from performance of any of its obligations under Ordinance No. 4398, by misfeasance or malfeasance of its directors, officers or employees or by mere economic hardship. 9. Nothing herein shall be deemed to create a joint venture or principal-agent relationship between the parties, and neither party is authorized to, nor shall either party act toward third persons or the public in the manner which would indicate any such relationship with the other. 10. This Franchise Contract shall be subject to revocation or termination in accordance with the terms and conditions and procedures of sections 27 and 28 of Ordinance No. 4398. 11. The franchise granted by this Franchise Contract is subject to the provisions of T.C.A. § 65-4-107, which requires approval by the Tennessee Regulatory Authority of any municipal franchise granted to a public utility to the full extent that said statute is applicable under the laws of Tennessee. 12. Upon the execution of this Franchise Contract, the Franchise Contract shall be deemed to constitute a contract by and between Grantee and the City of Memphis and shall be enforceable in accordance with its terms even if Ordinance No. 4398 or any subsection, sentence, clause, phrase, term, provision, condition, covenant or portion thereof is held invalid or unenforceable by a court of competent jurisdiction. 13. This Franchise Contract and all attachments hereto represent the entire understanding and agreement between the parties hereto with respect to the subject matter hereof, and can be amended, supplemented, modified or changed only as provided in Ordinance No. 4398. IN WITNESS WHEREOF, the Grantee and the City of Memphis have executed this Franchise Contract by signatures of their lawfully designated representatives, on the day, month and year first above written. THE CITY OF MEMPHIS: /s/_______ W. W. Herenton, Mayor GRANTEE: [GRANTEE] By: _______ Title: _______ APPROVED AS TO LEGALITY OF FORM AND COMPOSITION: /s/_______ City Attorney (Code 1985, § 10-171; Ord. No. 4398, exh. A, 11-19-1996)

Source: City of Memphis, Code of Ordinances and Charter and Related Laws (Municode Library, library.municode.com)URL: https://library.municode.com/tn/memphis/codes/code_of_ordinances?nodeId=TIT6BULIRE_CH6-28FIOPTEREFR_S6-28-35TEFRCOFetched: 10/28/2026