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<br />FROM NORTH METRO <br /> <br />FAX NO. <br /> <br />512 78El 8242 <br /> <br />Oct. 17 2ElEl2 El8:39AM P2 <br /> <br />-', <br /> <br />MEMORAJ'I/DUM OF UNDERST ANDrNc:i <br /> <br />This Memorandum or Understanding is enu:red into this ",'I day of J",,- , 199~, by <br />and between the North Central SUburban Cable Communications Commission (hereinafter <br />"Commission"), a joint powers commission consisting of the cities of Blaine. Cen:erville, Circle <br />Pines. Lexington. Uno Lakes, Ham Lake, Spring Lake Parle and Coon Rapids (hereinafter <br />"Member Cities"), and Meredith/New Heritage Strategic Partners, L.P.: North Central Cable <br />Communications Company; and Group W of the North Central Suburbs, Inc., d/b/a Meredith <br />Cable (hereinafter "Meredith"), as to certain rate regulatOry and other issues within the authority <br />of the Commission, and by and between the Member Cities and Meredith as to issues solely <br />within the authority of the Member Cities, <br /> <br />Meredirh is the operator of caNe communicarioll5 systems operating pursuant to francrwes <br />granted by the Member Cities ("Cable System"). Tberranchises granted by those cities to <br />Mereclith shall be hereinafter collectively referred to as the "Franchise". The Franchise is <br />administered and enforced pursuant <0 a Joint and Cooperative Agreement (hereinafter <br />" Agreement") creating Commi!sion. <br /> <br />The: purpose of this Memorandum of Understanding (hereinaf'.er "Memorandum") is to set <br />forth certain undemandings ,Stipulations and agreements between the Member Citie.s and <br />Meredith wittl regard to the responsibility for and funding of public, eO\lCationlll, governmental, <br />roligious, and library programming ("PEG Programming"); and between Meredith and <br />COIllmission with regard to Meredith's basic service rates and related equipment charges: <br />pr()V;si,)n by Meredith of "Universal PEG Senice". certain Grants to be paid by Meredith to <br />Commission; and treatment of "Profits" upon the sale Or tTansfer of ownership of any pan of <br />Meredith's cable system sufficient to require Member Cities' approval pursuant to the Franchise. <br /> <br />Commission is authorized by the Agreement and applicable state and federal laws and <br />regulations to negotiate and make: such contracts or agreements and take such other aClion as it <br />deems necessary and appropriate [0 accomplish its purposes in administering and enforcing the <br />Franchise. Any Franchise Ordinance amendments remain the exclusive authority of each Member <br />City, <br /> <br />The understandings. stipulations and agreements between the Member Cities and Mere<.lith <br />herein are in addition to and eXIIJ:rnal to the Franchise and are ai follows' <br /> <br />1. PEG FUNDING AND RELATF.D OBLIGATIONS. <br /> <br />Meredith shall remain, for the remainder of the current Franchise and any subsequent <br />renewed franchise period [the sum total of which shall not to e"ceed fifteen (lS) years without <br />mutual agreement of both parties), responsible and obligated for the provision and funding of PEG <br /> <br />1 <br />