Yolo County Municipal Code Art. 7 Purchases of Systems

The County, or its designee, shall have the right to purchase real and personal property as described by Section 11-1.702 of this article which property is owned or in which an interest is held by the grantee, any parent company of the grantee, any subsidiary of the grantee, or any other entity in which the grantee, or its parent company or its subsidiary, has a financial interest and which is utilized to provide service under the franchise. Such right shall not arise except, and shall be exercisable under, the following circumstances:

(a) In the event of the termination of a franchise in advance of the expiration of its terms pursuant to the provisions of Sections 11-1.1208 through 11-1.1212 of Article 12 of this chapter; or

(b) At the expiration of the term of a franchise, if the franchise is not renewed to the grantee by the County pursuant to the provisions of Section 11-1.607 of Article 6 of this chapter. (§ 1, Ord. 961, eff. October 27, 1983, as amended by § 2, Ord. 965, eff. November 3, 1983)

(a) The property which is subject to purchase by the County shall consist of the following:

(1) The cable communications system;

(2) Land, buildings, and other improvements situated within the exterior boundaries of the County (including both incorporated and unincorporated areas) and utilized by the grantee to provide services under the franchise including studio facilities;

(3) Cameras and other studio production equipment; mobile production equipment; vehicles for services and repairs; inventories of materials, supplies, and parts; tools; and other personal property dedicated for use within the Yolo County community to provide services under the franchise and which the Board determines is peculiarly designed for that purpose; and

(4) Books, accounts, and records relating to the grantee’s business, including subscriber lists.

(b) There shall be excluded from the purchase of any parcel of land and improvements, or leasehold, space which is utilized exclusively for business office purposes and not, for example, repair purposes associated with the operation of the cable communications system.

(c) Notwithstanding any provision to the contrary, the Board, in its sole discretion, shall have the right to exclude from the purchase any real property (including improvements thereon) upon which no component of the cable communications system is situated and which the Board determines is not essential to the system or the provision of services thereunder (§ 1, Ord. 961, eff. October 27, 1983)

The right to purchase as prescribed by Section 11-1.701 of this article may be exercised by the County for public ownership and use by the County in behalf of a third party, or by any party to whom the County may assign the right to purchase to any third party at any time prior to payment for the purchase and transfer of titles. Written notice of any such assignment shall be mailed to the grantee. Such an assignee, subsequent to the date of assignment, shall be vested with any and all discretion respecting the purchase which is vested in the Board. The County may condition the grant of a franchise upon agreement by the grantee to accept the assignment of and to exercise a right to purchase the real and personal property of an existing grantee. (§ 1, Ord. 961, eff. October 27, 1983)

(a) As used in this section and Sections 11-1.705 through 11-1.711 of this article, and to the extent consistent with Section 627 of the Act, the following terms shall be ascribed the meanings set forth in this section:

(1) “Fair market value” shall mean the price in terms of money which a property will bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently, knowledgeably, and assuming the price is not affected by undue stimulus.

(2) “Going concern value” shall mean the benefits which attach to the business as a result of its location within the franchise area, the grantee’s reputation among subscribers or potential subscribers for dependability and quality of service, and any other circumstances resulting in the probable retention of old subscribers or the acquisition of new subscribers; provided, however, no value shall be assigned to either the franchise itself or any right, privilege, or expectancy arising to the grantee out of the right to transact business under the franchise, and particularly no value shall be allowed for any increase in value arising out of any expectation of revenues from the cable communications system beyond the termination date or expiration date of the franchise, whichever is sooner.

(b) Except to the extent inconsistent with the express provisions of this section and Sections 11-1.705 through 11-1.711 of this article, the words of this section shall be ascribed the meanings and the appraisal and valuation standards, methodology, approaches, and processes respecting the determination of the amount to be paid for property which the Board or its assignee is entitled to purchase and shall comply with and be consistent with those set forth in that 1975 publication entitled “Real Estate and Urban Economic Studies at the University of Connecticut”, compiled and edited by Byrl N. Boyce, Ph.D., sponsored jointly by the American Institute of Real Estate Appraisers and the Society of Real Estate Appraisers. (§ 1, Ord. 961, eff. October 27, 1983, as amended by § 8, Ord. 999, eff. March 7, 1985)

(c) Notwithstanding any provision to the contrary, the Board, in its sole discretion, shall have the right to exclude from the purchase any real property (including improvements thereon) upon which no component of the cable communications system is situated and which the Board determines is not essential to the system or the provision of services thereunder. (§ 1, Ord. 961, eff. October 27, 1983)

The property which is purchased shall be valued at its fair market value determined in accordance with subsection (a)of Section 627 of the Act and Section 11-1.704 of this article. (§ 1, Ord. 961, eff. October 27, 1983, as amended by § 8, Ord. 999, eff. March 7, 1985)

The date of valuation for purchases pursuant to the provisions of this chapter shall be the day immediately following the date of the expiration or termination of the franchise. (§ 1, Ord. 961, eff. October 27, 1983)

Proceedings for the acquisition by the County or its assignee under this chapter shall be commenced by a written notice mailed to the grantee of a request by the County or its assignee for an inventory of the grantee’s property. Such a notice shall not be mailed earlier than the following dates:

(a) The date a determination by the Board to terminate the franchise becomes final under Section 11-1.1210 or 11-1.1211 of Article 12 of this chapter when the purchase is made pursuant to the contingency prescribed by subsection (a)of Section 11-1.701 of this article; or

(b) The date of a determination made by the Board not to renew the franchise, or the date renewal is deemed denied, when the purchase is made pursuant to the contingency prescribed by Section 11-1.701 of this article. (§ 1, Ord. 961, eff. October 27, 1983)

Not later than thirty (30) calendar days after the date of the mailing of the notice of a request for an inventory, the grantee shall file with the Clerk of the Board a written inventory which shall include the following:

(a) A complete plan, with specifications, of the entire cable communications system installed at any time during the term of the franchise;

(b) An identification of all real property which is subject to the right of acquisition by the County or its assignee, showing the address and the legal descriptions thereof, and including a description of all buildings (including the square footage thereof) and other improvements thereon;

(c) A list of all cameras and other studio production equipment; mobile production equipment; office and other furnishings; vehicles for services and repairs; inventories of materials, supplies, and parts; tools; and other personal property utilized within the community to provide services under the franchise (such lists shall show the manufacturers, model and serial numbers, dates of manufacture, and dates of acquisition of such property); and

(d) Copies of all leases, chattel and other mortgages, and other instruments evidencing an interest by any third party in any of the property identified by this section. (§ 1, Ord. 961, eff. October 27, 1983)

Not later than thirty (30) calendar days after the date on which the grantee files the inventory, the County or its assignee may mail to the grantee written notice of its tentative intention to exercise its right to purchase, including a list of all property which the County or its assignee has tentatively elected to purchase, and a demand for arbitration. (§ 1, Ord. 961, eff. October 27, 1983)

The arbitration panel shall be selected, the hearing scheduled within the time prescribed, notice given, the hearing conducted, a decision made, and the costs divided in the manner prescribed by Sections 11-1.1214 through 11-1.1219 of Article 12 of this chapter. The grantee shall make its cable communications system, other property and books, accounts, and other records available, upon request, for inspection by the County or its assignee or their experts. The discovery provisions of the California Arbitration Act (Sections 1280, et seq. of the Code of Civil Procedure of the State) shall be applicable to the arbitration proceedings under this section.

The questions which may be submitted to the arbitration panel and the jurisdiction of the panel shall be limited to the following:

(a) The amount to be paid by the County or its assignee under the valuation limits prescribed by Section 11-1.705 of this article; and

(b) An interpretation of the provisions of the franchise documents solely in relation to the issues within its jurisdiction.

Upon a request by the County or its assignee or the grantee, or upon its own initiative, the arbitration panel shall appoint and retain one or more independent experts for the purpose of providing advice upon the valuation issues to be determined.

The arbitration award may be judicially enforced, shall be final, binding, and conclusive upon the parties, and shall not be subject to Section 1286.2 of the Code of Civil Procedure of the State. (§ 1, Ord. 961, eff. October 27, 1983)

With respect to any proceeding in which the arbitration panel makes valuation determinations in advance of the termination or expiration of the franchise, the same panel shall be available to receive and determine values for any additions to, replacements of, or other acquisitions of property tentatively elected to be purchased which have occurred subsequent to the award made pursuant to Section 11-1.710 of this article. Such determination shall be initiated by a written notice mailed to the arbitration panel by the grantee and filed with the Clerk of the Board and shall be governed by all the standards, procedures, and other provisions of Sections 11-1.704 through 11-1.710 of this article and this section, and written recital thereof shall be mailed to the grantee, Clerk of the Board, and the County’s assignee (if any) not later than ninety (90) calendar days following the date of the mailing of the notice initiating the determination. No such notice shall be mailed or filed later than 120 calendar days prior to the date of the expiration or termination of the franchise. (§ 1, Ord. 961, eff. October 27, 1983)

In the event a grantee or the County or its assignee fails to comply with any provision contained in Sections 11-1.701 through 11-1.713 of this article, the injured party shall be authorized to either seek judicial relief or relief from the arbitrator during the arbitration proceedings. In the event judicial relief is sought, the provisions of Sections 11-1.710 and 11-1711 of this article shall not be deemed to deprive the court of jurisdiction to interpret the provisions of this chapter, and any such interpretation shall be binding upon the arbitrator. (§ 1, Ord. 961, eff. October 27, 1983)

No later than thirty (30) calendar days following the date of the expiration or termination of a franchise, the County or its assignee shall notify the grantee of its intention to purchase the property identified in the notice mailed pursuant to the provisions of Section 11-1.709 of this article. The purchase price shall be the value as determined by the arbitration panel. The election to purchase shall be evidenced by a written notice so stating mailed to the grantee not later than thirty (30) calendar days following the date of the expiration or termination of the franchise. The failure to mail such notice within the time prescribed in this section shall conclusively be presumed to constitute an election not to purchase the property pursuant to the provisions of this chapter, and the grantee shall not be entitled to any compensation for such property or other costs or proceedings or otherwise. If any notice, memorandum, or report required by Section 11-1.710 or 11-1.711 of this article has not been received by the date of the expiration or termination of the franchise, the notice of election required by this section need not be mailed until thirty (30) calendar days following the date of the receipt of such notice, memorandum, or report. The purchase price shall be deposited into an escrow of a title company named by the County or its assignee. The title company shall be authorized to pay the purchase price as directed by the grantee when it can provide for the County or its assignee grant deeds with respect to real property, bills of sale with respect to personal property, or other evidences of title vesting insured title in the County or its assignee free and clear of all liens and encumbrances, except easements and rights-of-way respecting the real property which do not impair its use for the purposes intended, and assignments of leases, if any, with respect to real or personal property which is leased. The seller or sellers shall pay all title insurance, recording, escrow, and closing fees and costs. (§ 1, Ord. 961, eff. October 27, 1983)

The provisions of this article shall not be deemed to preclude acquisition by the County or its assignee through a negotiated agreement; provided, however, the commencement or existence of such negotiations shall not be deemed to waive or relieve any actions or times therefore prescribed by Sections 11-1.708 through 11-1.713 of this article. (§ 1, Ord. 961, eff. October 27, 1983)

It is the policy of the County that no territory or subscriber not served by a franchise shall bear the financial burden of any purchase made pursuant to this article. (§ 1, Ord. 961, eff. October 27, 1983)