(A) Rights to purchase. In the event the company forfeits and the county terminates the franchise pursuant to provisions of this chapter, or at the normal expiration of the franchise term, the county shall have the right, directly or as an intermediary, to purchase the CATV system.
(B) Franchise valuation.
(1) The value of the franchise shall be the aggregate of the replacement value of tangible assets and the going concern value of the CATV system.
(2) For the purpose of this division,
GOING CONCERN VALUE shall mean the benefits that attach to the business as a result of its location in the county, the company's reputation among franchise subscribers or potential subscribers for dependability and quality of service, and any other circumstances resulting in probable retention of old subscribers or acquisition of new subscribers; except no value shall be assigned to either the franchise itself or any right, privilege or expectancy arising to the company 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 cable CATV system revenues beyond the forfeiture and termination date or expiration date, whichever is sooner.
(3) In the acceptance of this franchise, the company expressly waives its rights, if any, to relocation costs that might otherwise be provided by law.
(C) Date of valuation. The date of valuation shall be no earlier than the day following the date of expiration or termination and no later than the date the county makes a fair and reasonable offer for the system or the date of transfer of ownership, whichever occurs first.
(D) Transfer to county. Upon exercise of this option and the payment of the above sum by the county and its service of official notice of such action upon the company, the company shall immediately transfer to the county possession and title to all facilities and property, real and personal, of the CATV system, free from any and all liens and encumbrances not agreed to be assumed by the county in lieu of some portion of the purchase price set forth above; and the company shall execute such warranty deeds or other instruments of conveyance to the county as shall be necessary for this purpose.
(E) Arbitration of value and costs.
(1) In the event the county and the company cannot agree upon the value of the CATV system, either may give notice of a demand to the other for arbitration.
(2) Arbitration shall commence and proceed according to law except as follows:
(a) The parties shall, within 15 days, appoint one arbitrator each who is experienced and knowledgeable in the valuation of business property. Arbitrators shall each agree upon the selection of a third arbitrator, similarly qualified, within 15 days.
(b) Within 30 days after appointment of all arbitrators and upon ten day's written notice to parties, the Board of Arbitrators shall commence a hearing on the issue of valuation.
(c) The hearing shall be recorded and may be transcribed at the request of either party. All hearing proceedings, debate and deliberations shall be open to the public and at such times and places as contained in the notice or as thereafter publicly stated in the order to adjourn, except as otherwise authorized by the County Attorney.
(d) At the close of the hearings and within 30 days, the Board of Arbitrators shall prepare findings and a decision agreed upon by a majority of the Board which shall be filed with the county and served by mail upon the company. Unless the parties extend by mutual agreement the time which the Board of Arbitrators has to make a decision, the proceedings shall become null and void and shall be started anew.
(e) The decision of the Board shall be final and binding upon the parties.
(f) Either party may seek judicial relief in the following circumstances:
1. A party fails to select an arbitrator;
2. The arbitrators fail to select a third arbitrator;
3. One or more arbitrator is unqualified;
4. Designated time limits have been exceeded;
5. The Board has not proceeded expeditiously; and
6. Based upon the record, the Board abused its discretion.
(g) In the event a court of competent jurisdiction determines the Board of Arbitrators has abused its discretion, it may order the arbitration procedure repeated and issue findings, orders and directions, with costs of suit to be awarded to the prevailing party.
(h) Cost of arbitration shall be borne equally unless the Board of Arbitrators finds the offer of the county or the demand of the company was unreasonable, in which case, costs may be apportioned so that less or none of the costs may be borne by one party.
(Ord. 450.1, passed 12-4-80)