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<br />and derived from the operation of the Cable System to provide Cable Services in the
<br />Franchise Area; however, in an Ordinance Cable Franchise "Gross Revenue" shal1 not
<br />include: (i) refunds or rebates made to Subscribers or other third parties; (ii) any revenue
<br />which is received from the sale of merchandise over home shopping channels carried on
<br />the Cable System, but not including revenue received from home shopping channels for
<br />the use of the Cable Service to sell merchandise; (iii) any tax, fee, or charge col1ected by
<br />the Grantee and remitted to a governmental entity or its agent or designee, including
<br />without limitation a local public access or education group; (iv) program launch fees; (v)
<br />directory or Internet advertising revenue including, but not limited to, yellow page, white
<br />page, banner advertisement, and electronic publishing; (vi) a sale of Cable Service for
<br />resale or for use as a component part of or for the integration into Cable Services to be
<br />resold in the ordinary course of business, when the reseller is required to payor collect
<br />franchise fees or similar fees on the resale of the Cable Service; (vii) revenues received
<br />by any Affiliate or any other Person in exchange for supplying goods or services used by
<br />the Grantee to provide Cable Service; and (viii) revenue derived from services classified
<br />as noncable services under federal law, including, without limitation, revenue derived
<br />from telecommunications services and infonnation services, and any other revenues
<br />attributed by the Grantee to noncable services in accordance with rules, regulations,
<br />standards, or orders of the FCC.
<br />
<br />1.15 "Person" means any natural person or any association, finn, partnership,
<br />joint venture, corporation, or other legally recognized entity, whether for-profit or not-for
<br />profit, but shall not mean the City.
<br />
<br />1.16 "Public Right-of- Way" shall mean the surface of, and the space above and
<br />below, any public street, lane, alley, sidewalk, or other public right-of-way, including, but
<br />not limited to, public utility easements, dedicated utility strips, or rights-of-way dedicated
<br />for compatible uses now or hereafter held by the City in the Franchise Area.
<br />
<br />1.17 "Interactive On-Demand Service" means a service providing Video
<br />Programming to Subscribers over switched networks on an on-demand, point-to-point
<br />basis, but does not include services providing Video Programming prescheduled by the
<br />programming provider.
<br />
<br />1.18 "City" means the City of Portsmouth, Virginia or the lawful Successor,
<br />transferee, designee, or assignee thereof
<br />
<br />1.19 "City Code" means the Code of the City of Portsmouth, Virginia, as may
<br />from time to time be amended in City's sole discretion.
<br />
<br />1.20 "Transfer" means any transaction in which (i) an ownership or other
<br />interest in the Grantee is transferred, directly or indirectly, from one Person or group of
<br />Persons to another Person or group of Persons, so that majority control of the Grantee is
<br />transferred; or (ii) the rights and obligations held by the Grantee under the Franchise
<br />granted under this Franchise are transferred or assigned to another Person or group of
<br />Persons. However, notwithstanding clauses (i) and (ii) of the preceding sentence, a
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