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THIS CABLE FRANCHISE RENEWAL AGREEMENT (the "Franchise" or <br />"Agreement") is entered into by and between the City of Portsmouth, Virginia, a duly organized <br />city under the applicable laws of the Commonwealth of Virginia (the "LFA") and Verizon <br />Virginia LLC, a limited liability company duly organized under the applicable laws of the <br />Commonwealth of Virginia (the "Franchisee"). <br />WHEREAS, the Franchisee is a "cable operator" in accordance with Title VI of the <br />Communications Act (see 47 U.S.C. § 522(5)); <br />WHEREAS, the LFA is a "franchising authority" in accordance with Title VI of the <br />Communications Act (see 47 U.S.C. §522(10)) and is authorized to grant one or more <br />nonexclusive cable franchises pursuant to the Code of Virginia, Va. Code Ann. § 15.2-2108; <br />WHEREAS, the LFA granted to Franchisee effective July 22, 2008, a nonexclusive <br />initial franchise to construct, install, maintain, extend, and operate a Cable System in the <br />Franchise Area for a term of fifteen (15) years (the "Initial Franchise"); <br />WHEREAS, the LFA intends to exercise the full scope of its municipal powers to the <br />extent not prohibited by Virginia law, including both its police power and contracting authority, <br />to promote the public interest and to protect the health, safety and welfare of the citizens of the <br />City of Portsmouth, Virginia; <br />WHEREAS, Franchisee installed a Fiber to the Premises Telecommunications Network <br />("FTTP Network") in the Franchise Area for the transmission of Non -Cable Services pursuant to <br />authority granted by the Commonwealth of Virginia; <br />WHEREAS, the FTTP Network occupies the Public Rights -of -Way within the LFA, and <br />Franchisee used, pursuant to its Initial Franchise, and desires to continue using portions of the <br />FTTP Network to operate a Cable System to provide Cable Services (as hereinafter defined) in <br />the Franchise Area; <br />WHEREAS, pursuant to and in accordance with applicable federal and state law, the <br />LFA undertook a process to determine whether it should renew the Initial Franchise and the <br />terms for such a renewal; <br />WHEREAS, the LFA has identified the future cable -related needs and interests of the <br />LFA and its community, has considered the financial, technical and legal qualifications of <br />Franchisee, and has determined that Franchisee's Cable System is adequate, in a full public <br />proceeding affording due process to all parties; <br />WHEREAS, the LFA has found Franchisee to be financially, technically and legally <br />qualified to operate the Cable System; <br />WHEREAS, the LFA has determined that the grant of a nonexclusive franchise to <br />Franchisee is consistent with the public interest; and <br />