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Exhibit 10.4
Confidential Treatment
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SUPPLY AGREEMENT
between
SATELLITE SERVICES, INC.
and
BRESNAN COMMUNICATIONS COMPANY LIMITED PARTNERSHIP
Dated as of October 31, 1984
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THIS AGREEMENT is made this 31st day of October, 1984, by and between
Satellite Services, Inc., a Delaware corporation ("Distributor"), and Bresnan
Communications Company Limited Partnership, a Michigan limited partnership
("Operator").
RECITALS
Operator, of which an affiliate of Distributor is one of the General
Partners, owns cable television systems which are franchised or otherwise
authorized to provide cable television services to the various communities in
the State of Michigan listed on Exhibit A. Operator desires to appoint
Distributor as the agent of Operator for obtaining pay cable television and
satellite programming for delivery to the subscribers of the cable television
systems presently owned or hereafter acquired by Operator, and Distributor
desires to accept such appointment, on the terms and conditions set forth below.
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants herein contained, Operator and Distributor agree as follows:
1. Definitions.
(a) As used herein, the following terms shall have the following
meanings (terms defined in the singular to have the same meanings when used in
the plural and vice versa):
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Available Terms. As to any Pay CATV Programming, the terms and
conditions upon which such programming would be available to Operator (for each
class of customer of Operator) if it did not purchase it from Distributor
hereunder.
CATV Subscriber: Any person, whether an individual, business entity or
institution, who pays a monthly service charge to lawfully receive basic or pay
cable television programming.
Distributor's Pay Programming Agreements: The agreements between
Distributor and the suppliers of pay cable television or satellite programming,
through which Distributor supplies such programming to cable television systems
owned or operated by TCI, or by an entity in which TCI directly or indirectly
owns an equity interest of the size specified in such agreements.
FCC: Federal Communications Commission.
Partnership Agreement: The Limited Partnership Agreement of Bresnan
Communications Company Limited Partnership, dated as of the date hereof, among
Bresnan Communications, Inc., a New York corporation, TCID of Michigan, Inc., a
Nevada corporation, and William Bresnan, as said agreement may be amended from
time to time.
Pay CATV Subscriptions: As to each Pay CATV Programming service
supplied hereunder, the number of CATV
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Subscribers in the Systems who on any day receive from Operator such Pay CATV
Programming service on such date.
Pay CATV Programming: Any cable television programming (x) for which
Operator charges its CATV Subscribers an additional fee above the applicable
monthly charge for the basic cable television programming purchased by such
Subscriber or (y) which is received by the Systems via satellite.
Systems: All cable television systems presently owned or hereafter
acquired by Operator as set forth in Exhibit A, as said Exhibit may be amended
or supplemented from time to time.
(b) Capitalized terms which are used but not otherwise defined herein
shall have the meanings ascribed to them in the Partnership Agreement.
2. Purchase; Programming Responsibility.
2.1 Except as otherwise provided herein, Distributor agrees to provide
to Operator, and Operator agrees to buy and procure exclusively from
Distributor, all of the requirements of the Systems for Pay CATV Programming,
subject to the terms and conditions hereinafter specified.
2.2 Except as otherwise provided herein, Operator hereby retains
Distributor, for so long as Distributor is supplying Pay CATV Programming to
Operator hereunder, to make and execute decisions on Operator's behalf with
respect to
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marketing, selection of programming, channel allocation and similar matters
relating to the requirements of the Systems for Pay CATV Programming.
3. Programming and Benefits to be Supplied.
3.1 Prior to the date hereof, Distributor submitted to Operator a plan,
a copy of which is annexed hereto as Exhibit B (the "Plan"), setting forth its
selection of Pay CATV Programming for the Systems, the channel allocation and
marketing plan for such programming and similar matters relating thereto.
Promptly following the execution hereof and the acquisition of any Systems
hereafter, as necessary, Distributor will cause an order to be filed with the
appropriate pay or satellite programming suppliers and otherwise take the steps
required to assure the earliest possible availability of such programming in the
Systems. From time to time hereafter and upon request of the Management
Committee, Distributor will consult with the Management Committee with respect
to the terms of the Plan and will submit to the Management Committee a revised
Plan, reflecting all changes to the Plan which is then in effect that
Distributor and the Management Committee have agreed upon, within 30 days after
such agreement has been reached. In the event that any revised Plan provides for
Operator to furnish to its CATV Subscribers any Pay CATV Programming not
theretofore provided
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in the Systems, Distributor shall, on submission of such revisions to the
Management Committee, confirm whether it can supply such programming to Operator
at, or on terms better than, the Available Terms and, if it can, specify the
terms at which such programming is offered to Operator. If Distributor cannot
provide such programming to Operator at, or on terms better than, the Available
Terms, then Operator may purchase such programming elsewhere.
3.2 If, during the term of this Agreement, any of Distributor's Pay
Programming Agreements pursuant to which any Pay CATV Programming is provided
hereunder are terminated, or expire and are not renewed, or Distributor ceases
generally to distribute any such Pay CATV Programming pursuant to any of such
agreements, then Distributor shall as soon as practicable so notify Operator in
writing and the Pay CATV Programming affected thereby shall be deleted from that
supplied to Operator hereunder; provided, however, that Distributor agrees to
use its best efforts to give Operator at least 60 days prior written notice of
the deletion of any such programming. Operator shall have the right thereafter
to obtain such programming from other sources and, if requested by Operator,
Distributor will use reasonable efforts to assist Operator in doing so.
Distributor shall have no further
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obligation to supply the deleted Pay CATV Programming to Operator and shall
incur no cost or liability to Operator relating directly or indirectly to such
deletion.
3.3 If, as a result of any rate adjustment pursuant to Section 7.2(b)
or otherwise, the rate paid by Operator for any of the Pay CATV Programming
supplied pursuant hereto would be higher than the then Available Terms for such
Pay CATV Programming, Operator may elect to purchase its requirements for the
Pay CATV Programming affected by such adjustment elsewhere by giving written
notice of such election to Distributor. Distributor will delete the Pay CATV
Programming specified in such notice from the programming supplied hereunder as
soon as practicable under the terms of Distributor's Pay Programming Agreements;
provided, however, that Operator shall pay the adjusted rate for such Pay CATV
Programming until the deletion thereof is effected.
3.4 Distributor shall make available to Operator its pro rata share of
all promotional material, program guides, time spots for local advertising,
promotional fees and other benefits available or extended to Distributor under
Distributor's Pay Programming Agreements for the Pay CATV Programming furnished
to Operator hereunder. Operator's pro rata share of such benefits shall be based
upon the ratio of the number of CATV Subscribers in the Systems who receive the
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applicable Pay CATV Programming to the number of CATV Subscribers receiving the
applicable Pay CATV Programming in all cable television systems, including the
Systems, to which Distributor supplies such Pay CATV Programming. Distributor
hereby grants, or will cause to be granted, to Operator all licenses or
sublicenses of the proprietary rights which its suppliers have in any Pay CATV
Programming sold to Operator hereunder (including the names and marks relating
to the Pay CATV Programming) as may be necessary for Operator to send or promote
the Pay CATV Programming during the term of this Agreement without infringing
any such proprietary rights. Distributor will execute, acknowledge and deliver
to Operator any further documents necessary to effectuate the agreements set
forth in this Section 3.4.
4. Service Marks and Trade Names.
Operator acknowledges that the names and marks relating to the Pay CATV
Programming supplied pursuant to this Agreement and relating to the suppliers
thereof are and will at all times remain the exclusive property of Distributor's
suppliers of such programming and Operator shall acquire no proprietary or other
rights therein by reason of this Agreement.
5. Disclaimer of Title.
Distributor does not claim title or copyright in itself to the Pay CATV
Programming being sold hereunder.
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Operator acknowledges that Distributor is merely an agent for the distribution
of the Pay CATV Programming and Distributor is selling only such right or title
to the Pay CATV Programming as it may hold.
6. Availability of Indemnities.
Subject to the next sentence, Distributor makes no representation as to
whether the Pay CATV Programming being sold is free of the rightful claim of any
third person by way of copyright infringement or the like, and disclaims any
warranty against infringement with respect to such programming. Distributor
represents and warrants that all of the indemnities set forth in any of
Distributor's Pay Programming Agreements pursuant to which Distributor from time
to time provides any Pay CATV Programming hereunder and made by the supplier of
such programming extend to Operator as a result of Operator's purchase of such
Pay CATV Programming hereunder and Distributor agrees to take all action
necessary to enforce any such indemnity on behalf of Operator upon the request
of Operator.
7. Price and Payment.
7.1 For all Pay CATV Programming supplied to Operator under the terms
of this Agreement, Operator shall pay to Distributor within 30 days after
billing therefor by Distributor, in arrears, the rates established in this
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Section 7 in respect of the number of Pay CATV Subscriptions to such Pay CATV
Programming in effect during the preceding month. Operator's payments made
pursuant to this Section 7 shall be made to Distributor at the address for
Distributor set forth in Section 16 of this Agreement.
7.2 (a) Except as otherwise provided in Section 7.2(b), the rates for
the Pay CATV Programming supplied pursuant to this Agreement shall be 100% of
the rates paid by Distributor to the suppliers of such programming pursuant to
the Distributor's Pay Programming Agreements, and shall be adjusted as and when
such rates paid by Distributor are adjusted. Promptly after receipt by
Distributor of notice from its suppliers of any rate adjustment relating to the
Pay CATV Programming supplied hereunder, Distributor shall notify Operator of
the amount and effective date of such adjustment.
(b) The rates for Pay CATV Programming supplied pursuant to this
Agreement in Systems acquired by Operator subsequent to the date hereof shall,
if required by the terms of Distributor's Pay Programming Agreements, be the
rates established in accordance with the agreements between the previous
owners of such Systems and the applicable suppliers of such Pay CATV
Programming until such time as Distributor is permitted in compliance with
the terms of Distributor's
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Pay Programming agreements to supply such programming at the rates
specified in Section 7.2(a).
7.3 In addition to the amounts payable pursuant to Section 7.2,
Operator shall pay to Distributor at the same time as payments are made pursuant
to Section 7.1 an administrative fee equal to * percent of the amount then due
pursuant to Section 7.2.
7.4 Amounts not paid pursuant to this Section 7 when due shall be
subject to a delinquency charge at the rate of eighteen (18%) percent per annum
from the due date thereof until paid.
8. Subscriber Data.
8.1 Operator shall deliver to Distributor not more than 15 days after
the end of each calendar month a subscriber data report in form satisfactory to
Distributor, setting forth such information as to the CATV Subscribers in the
Systems, the Pay CATV Subscriptions and the Pay CATV Programming supplied
pursuant hereto as Distributor is required from time to time to include in its
reports to the suppliers of such programming, and certified as complete and
correct by the General Manager or an appropriate officer of Operator. Specimens
of the forms for the subscriber data reports currently required by Distributor's
Pay Programming Agreements are annexed as Exhibit C and shall be used by
Operator in
- --------
* Filed under an application for confidential treatment.
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rendering the reports to Distributor required by this Section 8.1 until
Distributor notifies Operator of any other or different forms on which such
reports shall be rendered consistent with the reporting requirements of
Distributor's suppliers.
8.2 Upon written request of Distributor, Operator shall furnish
Distributor copies of such portions of all regular and periodic reports which
Operator shall or may be required to file with any federal, state or local
regulatory agency including, but not limited to, the FCC, as pertain to the CATV
Subscribers in the Systems, the Pay CATV Subscriptions or the Pay CATV
Programming.
8.3 For purposes of this Agreement, Distributor and its agents,
representatives, and employees will be permitted, upon reasonable prior notice,
to visit Operator's offices during normal, business hours and in a way which
does not unreasonably interfere with normal business practices, in order to
inspect, at Distributor's cost and expense, Operator's books and documents as
such pertain to the Systems' CATV Subscribers, the Pay CATV Subscriptions and
the billing practices of Operator for the purpose of determining the amounts due
to Distributor and verifying the reports rendered to Distributor pursuant to
this Agreement.
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9. Term.
9.1 The term of this Agreement shall commence on the date hereof and,
unless sooner terminated by agreement of the parties or pursuant to Section 9.2
of this Agreement, shall terminate upon the completion of the distribution of
the assets and properties of Operator pursuant to Section 7.2 of the Partnership
Agreement.
9.2 This Agreement may be terminated as provided below upon the
happening of any of the following events:
(a) At either party's option, by giving the other at least 30 days'
prior written notice, in the event that the other has made any material
misrepresentation herein or fails to keep, observe or perform any material
covenant, agreement, term or provision of this Agreement to be kept, observed or
performed by it (including the obligation to make all payments when due and
payable), and such misrepresentation or failure is continuing and not cured or
satisfied within 30 days after such notice is given.
(b) At Operator's option, immediately and without any requirement of
notice, if any of the Events of Default specified in Section 7.3(a) of the
Partnership Agreement occurs with respect to TCID or if the Event of Default
described in Section 7.3(a)(ii) thereof (as if the reference to "any Partner"
therein referred to Distributor) shall have occurred with respect to
Distributor;
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(c) At Distributor's option, immediately and without any requirement of
notice, if any of the Events of Default specified in Section 7.3(a) of the
Partnership Agreement occurs with respect to BCI or the Limited Partner or if
the Event of Default described in Section 7.3(a)(ii) thereof (as if the
reference to "any Partner" therein referred to Operator) shall have occurred
with respect to Operator;
(d) By either party upon 60 days' prior written notice to the other, if
TCID ceases for any reason to be a Partner of Operator and no Affiliate of TCID
is admitted as a Substitute Partner, or if Distributor ceases for any reason to
be an Affiliate of TCID (or such Substitute Partner).
For purposes of this Agreement, BCI, as a Partner of Operator, shall
have the right and authority to act on behalf of Operator in exercising
Operator's right to terminate this Agreement pursuant to this Section 9.2,
including in determining whether the conditions permitting such termination
exist.
9.3 Termination of this Agreement in accordance with this Section 9
shall not affect the rights of Operator or Distributor with respect to any
damages it has suffered as a result of any breach of this Agreement, nor shall
it affect the rights of Operator or Distributor with respect to any liabilities
or claims accruing, or based upon events occurring, prior to the date of
termination.
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10. Representations and Warranties of Operator.
Operator hereby represents and warrants to Distributor as follows:
10.1 Operator is a limited partnership duly organized, validly existing
and in good standing, with full partnership power to conduct its business and
operations under the laws of the State of Michigan and where otherwise required
in the opinion of its counsel; and has full power and authority to execute,
deliver and perform this Agreement and any other documents or instruments
contemplated herein or required hereby.
10.2 The execution, delivery and performance of this Agreement and the
compliance with and fulfillment of the terms and conditions hereof, will not as
of the date hereof (i) violate any provisions of any federal, state or local
laws, statutes or ordinances, rules or regulations, judicial or administrative
orders, awards, judgments or decrees applicable to Operator; (ii) conflict with,
result in a breach of, or constitute a default under, any material agreement,
license, franchise or instrument to which Operator is a party or by which it is
bound; or (iii) conflict with, result in a breach of the terms, conditions or
provisions of, or constitute a default under, the Partnership Agreement.
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10.3 Operator is duly licensed and in substantial compliance with all
existing laws and regulations, whether federal, state or local, as may pertain
to the conduct of its cable television business, and in sending, receiving and
distributing the Pay CATV Programming, including but not limited to, the rules
and regulations of the FCC, and the requirements of all franchises, permits, and
approvals issued by regulatory authorities.
11. Representations and Warranties of Distributor.
Distributor hereby represents and warrants to Operator as follows:
11.1 Distributor is a corporation duly organized, validly existing, and
in good standing with full corporate power to conduct its business and
operations under the laws of the State of Delaware and where otherwise required
in the opinion of its counsel; and has full power and authority to execute,
deliver, and perform this Agreement, and any other documents or instruments
contemplated herein or required hereby.
11.2 The execution, delivery and performance of this Agreement and the
compliance with and fulfillment of the terms and conditions hereof, will not as
of the date hereof (i) violate any provisions of any federal, state or local
laws, statutes or ordinances, rules or regulations,
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judicial or administrative orders, awards, judgments or decrees applicable to
Distributor; (ii) conflict with, result in a breach of, or constitute a default
under, any material agreement, license, franchise or instrument to which
Distributor is a party or by which it is bound; or (iii) conflict with, result
in a breach of the terms, conditions or provisions of, or constitute a default
under, its Articles or Certificate of Incorporation or Bylaws.
11.3 Distributor is a party to, and in substantial compliance with, all
necessary contracts and agreements with program suppliers to enable it to
perform satisfactorily all obligations on its part to be performed under this
Agreement and has all rights and privileges necessary to empower it to sell (or
redistribute) the Pay CATV Programming to Operator in the manner contemplated by
this Agreement, to make available to Operator the items specified in Section 3.4
and to grant the licenses and sublicenses specified in Section 3.4.
12. Covenant of Operator.
Operator agrees that its carriage of the Pay CATV Programming supplied
pursuant to this Agreement shall be subject to reasonable rules, regulations,
and restrictions imposed by Distributor in order to ensure compliance with
Distributor's Pay Programming Agreements.
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13. Indemnity.
13.1 Operator agrees and obligates itself to indemnify and hold
harmless Distributor and its officers, directors, shareholders and employees and
the respective successors and assigns of any thereof from and against any and
all claims, judgments, liabilities, losses or expenses (including reasonable
attorney's fees) that Distributor or any such indemnitee may suffer arising from
or related to any breach of Operator's covenants, representations or warranties
under this Agreement. Distributor agrees to indemnify and hold harmless
Operator, its officers, partners and employees and the officers, directors and
employee's of its corporate partners and the respective successors and assigns
of any thereof from and against any and all claims, judgments, liabilities,
losses or expenses (including reasonable attorney's fees) that Operator or any
such indemnitee may suffer as a result of (a) any breach by Distributor of its
covenants, representations or warranties under this Agreement or (b) a breach by
Distributor of the terms of Distributor's Pay Programming Agreements in
connection with the provision of Pay CATV Programming to the Systems if by
virtue of such breach the suppliers of such Pay CATV Programming assert a claim
directly against Operator or any such indemnitee, provided that such breach by
Distributor is not a result of a breach
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by Operator of its covenants hereunder. No claim for indemnity hereunder shall
be based upon, or include as a measure of damages, lost profits or other
consequential damages.
13.2 Whenever it shall come to the attention of a party that it has
suffered or incurred, or may suffer or incur, any loss with respect to a single
item or an aggregate of items covered by Section 13.1, such party shall promptly
so notify the other party in writing. The other party shall have the right to
defend against any claims or actions by third parties giving rise to any such
loss, damage, cost or expense to the fullest extent permitted by law. Such other
party agrees that it will not settle or permit the settlement of any matter
giving rise to any loss without the prior written consent of the aggrieved
party, which shall not be unreasonably withheld.
13.3 Each party agrees that its sole and exclusive remedy for a breach
of this Agreement by the other party hereto shall be as provided in this Section
13.
14. Limitation of Liability.
Distributor shall not be liable for nonperformance or delay in
performance of its obligations hereunder due wholly or partly to any cause not
within its control nor avoidable by reasonable diligence.
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15.Assignment and Delegation.
Neither party may assign this Agreement or any right accruing hereunder
or delegate its performance in whole or in part, unless approved prior thereto
in writing by the other party in its sole and absolute discretion; provided,
however, that Distributor may assign its rights and delegate its obligation of
performance hereunder without the prior consent of Operator if, and only if,
such delegation is had at substantially the same terms and at the same cost as
contemplated by this Agreement, and provided that such assignment and delegation
shall not relieve Distributor of its obligations under this Agreement. Any such
assignment or delegation without such prior approval except as provided in the
previous sentence shall be null and void.
16. Notification.
Any notice or communication given pursuant to this Agreement shall be
in writing and delivered or mailed by certified mail, return receipt requested,
postage prepaid mailed notices shall be deemed given three days after the date
when duly mailed) as follows:
If to Distributor to:
President
Satellite Services, Inc.
Call Box 22595
Wellshire Station
Denver, Colorado 80222
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With a copy to the same address, marked:
Attention: Legal Department
If to Operator or the Management Committee to:
Bresnan Communications Company
Limited Partnership
709 Westchester Avenue
White Plains, New York 10604
Attention: William Bresnan, President
With a copy to:
Shea & Gould
330 Madison Avenue
New York, New York 10017
Attention: Samuel Bergman, Esq.
or to such other address or addresses as either party may designate by notice
given pursuant hereto.
17. Amendments and Waivers.
This Agreement may be amended, modified or cancelled, and any terms,
covenants or conditions hereof may be waived, only by a written instrument
executed by the parties hereto or, in the case of a waiver, by the party waiving
noncompliance. No delay on the part of any party hereto in exercising any right,
power or privilege hereunder shall operate as a waiver thereof; nor shall any
waiver on the part of any party hereto of any right, power or privilege
hereunder operate as a waiver of any other right, power or privilege hereunder;
nor shall any single or partial exercise of any right, power or privilege
hereunder preclude any other
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or further exercise thereof or the exercise of any other
right, power or privilege hereunder.
18. Entire Agreement.
This Agreement constitutes the entire agreement between the parties
with respect to the subject matter hereof, superseding all prior agreements or
understandings, written or oral.
19. Captions.
Captions contained in this Agreement are inserted only as a matter of
convenience and in no way define, limit, extend, or describe the scope of this
Agreement or the intent of any of its provisions.
20. Severability.
If any provision of this Agreement or the application thereof to any
person or circumstance shall to any extent be held in any proceeding to be
invalid or unenforceable, the remainder of this Agreement, or the application of
such provision to persons or circumstances other than those to which it was held
to be invalid or unenforceable, shall not be affected thereby, provided that the
parties shall negotiate in good faith with respect to an equitable modification
of the provision or application thereof held to be invalid.
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21. Governing Law.
This Agreement shall be governed by and construed in accordance with
the internal laws of the State of New York without regard to principles of
conflict of laws.
22. Counterparts.
This Agreement may be executed in multiple counterparts, each of which
shall be considered an original and all of which shall constitute one and the
same instrument.
23. Binding Effect.
This Agreement shall inure to the benefit of and be binding upon the
parties hereto and, subject to Section 15, their respective successors and
assigns. The provisions of this Agreement are for the exclusive benefit of the
parties hereto and their permitted assigns, and no other person is intended to
be a third party beneficiary or to have any rights by virtue of this Agreement.
24. Confidentiality.
All information obtained by Distributor or Operator pursuant to this
Agreement and in connection with the negotiation thereof, except as required by
performance of this Agreement and except as otherwise required by law, shall
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be maintained, and will be maintained, in confidence, by Distributor and
Operator and their respective employees.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the day and year first above written.
SATELLITE SERVICES, INC.
By: /s/ Donne F. Fisher
-----------------------------------
Pres.
RESNAN COMMUNICATIONS COMPANY
LIMITED PARTNERSHIP
By: TCID OF MICHIGAN, INC.,
General Partner
By: /s/ Donne F. Fisher
-----------------------------------
Pres.
By: BRESNAN COMMUNICATIONS, INC.,
General Partner
By: /s/ William J. Bresnan
-----------------------------------
Pres.
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EXHIBIT A
COMMUNITIES SERVED
Calumet, Michigan
Escanaba, Michigan
Ironwood, Michigan
Iron Mountain, Michigan
Sault Ste. Marie, Michigan
Marquette, Michigan
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EXHIBIT B
PLAN
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EXHIBIT C
SAMPLE REPORT FORMS
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SUBSCRIBER COUNTS FOR SSI
CATV and Pay Programming license fees are based on subscriber counts and rates,
therefore, figures submitted must be as accurate as possible. Our records are
audited on a regular basis by suppliers.
Before you start you should have your previous month's subscriber counts handy
to check for reasonableness when pulling present month's counts.
If more than one system shares a computer report, you must break out each
franchise area according to GL number. If all franchise areas are under one GL
number but only one franchise area carries a certain CATV program, such as
Nickelodeon, WGN, etc., we must have you pull this count from the total and
supply us with a list of programs carried by the franchise area. Also, we must
be informed of all services carried on a "tier" along with the monthly tier
count. A "tier" is defined as CATV programming viewed only by those subscribers
who pay an additional fee.
If a system includes tax in with basic or Pay subscriber rates, you must record
the subscriber rate without tax.
Systems on "Cable Data" will need the following reports:
1. Detail of Income Charged, Month-to-Date, Area ALL (in most systems
it is Report W).
a. Detail of Income Charged: Refer to columns - Service
Description and Counts Item
b. Service Description - This will describe the type of service
and its rate. i.e., HBO Service, 11.95, 3468.
c. Count Item - This is the second column of numbers and is the
number across from the rate. i.e., HBO Service, 11.95,
3468.
d. Basic Commercial Accounts:
When you pick up your Commercial Accounts generally called
"Comm Non Stand," you must divide your basic sub rate into
your non-standard revenue in order to arrive at equivalent
billing units.
e. HBO and Showtime Commercial Accounts:
Hotels and motels must be reported separately-- do not
include in with regular HBO, Showtime, or another pay
subscribers. We receive a discount rate for Commercial
Accounts from most suppliers.
2. Management Analysis - System Status - Report J:
This report is used when free service is not listed on the Detail
of Income Charged. On the last page of this report you will find a
section labeled ALL, at the far right a column, headed Free
Outlets will be found. Refer to the Co. listed below ALL and this
will describe the number of subscribers and what service is given
free each month. i.e., Co. 1 (Basic Service) Count is 1.
Page 1 of 2
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SUBSCRIBER COUNTS FOR SSI
Systems on Cablefacts will need as follows:
1. Accounting Analysis - This is used to determine the bulk count.
Use the franchise "ALL" report. Divide
your Basic Commercial Non-standard Bulk
revenue by your Basic Subscriber rate and
this will give you Equivalent Billing
Units. You need to list your HBO and
Showtime Bulk Accounts separately i.e.,
HBO bulk - . . . . . rooms
Showtime bulk - . . . . .rooms
Do not include Pay Bulk Accounts in with
Residential Subscribers.
2. Management Summary - Refer to the "Service Count
Reconciliation and Activity" section.
Only the basic, tier and free counts
should be taken from this report as all
of the pay services generally include
combos. The count recorded is the number
below the month in which the monthly
reports were processed, i.e., date
processed is 10/20/83, use the count
below 10/83. Use only the count across
the basic rate. i.e., 1st 7.95 4,504
record 4,504 2nd 2.50 753 do not record
The only time the total count for a code
is recorded is when the rates for the
additional outlets equal the first
outlet.
3. Customer profile - This describes the codes and the rates
for basic, Pay TV and combos.
4. Billing Dunning - This gives the count for straight Pay TV
and their combos. Please be very careful
picking up counts.
Pay TV Combination
Summary - This report also lists the subscriber
count for straight Pay TV and their
combinations. Use as for the Management
Summary the count below for the month in
which the report was processed.
The Cablefacts report does not supply us with combination, and, in some
instances, full pay rates to subscribers; but this should be available at the
system level. Please include these rates with the counts.
If you have any questions concerning the above, please call Joan Kraeft at (303)
694-3405.
Page 2 of 2
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SATELLITE SERVICES, INC.
Call Box 22595, Wellshire Station
Denver, Colorado 80222
SUBSCRIBER DATA REPORT
SYSTEM: ____________________ For the Month of __________________
REVENUE DIVIDED BY
SUBSCRIBER SUBSCRIBER RESIDENTIAL RATE # OF ROOMS
RATE COUNT EQUALS BULK EBU'S HOTEL/MOTEL
-------------- --------------- ------------------- -------------------
as per attached
list
BASIC
Residential
-------------- ---------------
Rooms-Hotel/Motels
-------------- -------------------
EBU Bulk
-------------------
Tier*
-------------- ---------------
Free Subs
---------------
* We need to have a list of services carried on the tier
HBO
Primary Residential
-------------- ---------------
Combos
-------------- ---------------
Bulk-Hotel/Motel Rooms
-------------- -------------------
Free subs
-------------- ---------------
Total
============== =============== ===================
SHOWTIME
Primary Residential
-------------- ---------------
Dual
-------------- ---------------
Triple
-------------- ---------------
Quad
-------------- ---------------
Etc.
-------------- ---------------
Bulk-Hotel/Motel Rooms
-------------- -------------------
Free subs
-------------- ---------------
Total
============== =============== ===================
Page 1 of 4
31
SATELLITE SERVICES, INC.
Call Box 22595, Wellshire Station
Denver, Colorado 80222
SUBSCRIBER DATA REPORT
SYSTEM: ____________________ For the Month of __________________
REVENUE DIVIDED BY
SUBSCRIBER SUBSCRIBER RESIDENTIAL RATE # OF ROOMS
RATE COUNT EQUALS BULK EBU'S HOTEL/MOTEL
-------------- --------------- ------------------- -------------------
as per attached
list
CINEMAX
Primary Residential
-------------- ---------------
Dual
-------------- ---------------
Triple
-------------- ---------------
Quad
-------------- ---------------
Etc.
-------------- ---------------
Bulk-Hotel/Motel
-------------- -------------------
Free Subs
-------------- ---------------
Total
============== =============== ===================
THE DISNEY CHANNEL
Primary Residential
-------------- ---------------
Combos
-------------- ---------------
Bulk-Hotel/Motel
-------------- -------------------
Free Subs
-------------- ---------------
Total
============== =============== ===================
THE MOVIE CHANNEL
Primary Residential
-------------- ---------------
Combos
-------------- ---------------
Bulk-Hotel/Motel
-------------- ======================
Free Subs
-------------- ---------------
Total
============== ===============
Page 2 of 4
32
SATELLITE SERVICES, INC.
Call Box 22595, Wellshire Station
Denver, Colorado 80222
SUBSCRIBER DATA REPORT
SYSTEM: ____________________ For the Month of __________________
REVENUE DIVIDED BY
SUBSCRIBER SUBSCRIBER RESIDENTIAL RATE # OF ROOMS
RATE COUNT EQUALS BULK EBU'S HOTEL/MOTEL
-------------- --------------- ------------------- -------------------
as per attached
list
GALAVISION
Primary Residential
-------------- ---------------
Combos
-------------- ---------------
Bulk-Hotel/Motel
-------------- -------------------
Free Subs
-------------- ---------------
Total
============== =============== ===================
PRISM
Primary Residential
-------------- ---------------
Combos
-------------- ---------------
Bulk-Hotel/Motel
-------------- -------------------
Free Subs
-------------- ---------------
Total
============== =============== ===================
HOME THEATRE NETWORK
Primary Residential
-------------- ---------------
Combos
-------------- ---------------
Bulk-Hotel/Motel
-------------- -------------------
Free Subs
-------------- ---------------
Total
============== =============== ===================
Z-CHANNEL
Primary Residential
-------------- ---------------
Combos
-------------- ---------------
Bulk-Hotel/Motel
-------------- -------------------
Free Subs
-------------- ---------------
Total
============== =============== ===================
Page 3 of 4
33
SATELLITE SERVICES, INC.
Call Box 22595, Wellshire Station
Denver, Colorado 80222
SUBSCRIBER DATA REPORT
SYSTEM: ____________________ For the Month of __________________
REVENUE DIVIDED BY
SUBSCRIBER SUBSCRIBER RESIDENTIAL RATE # OF ROOMS
RATE COUNT EQUALS BULK EBU'S HOTEL/MOTEL
-------------- --------------- ------------------- -------------------
as per attached
list
SPORTSTIME
Primary Residential
-------------- ---------------
Combos
-------------- ---------------
Bulk-Hotel/Motel
-------------- -------------------
Free Subs
-------------- ---------------
Total
============== =============== ===================
Page 4 of 4
34
TO: SATELLITE SERVICES, INC.
C E R T I F I C A T E
I, _________________________, am the duly elected and acting Controller* of
_________________________ and hereby certify that the Subscriber Data Report
attached hereto is complete and correct as of the month ended _______________.
-----------------------------
(company name)
By: _____________________________
* If system does not have a Controller, the System Manager must certify above.