<PAGE>   1
 
                                                                 EXHIBIT 10.6.61
 
                         ACCEPTANCE OF CABLE FRANCHISE
                   BY JONES COMMUNICATIONS OF VIRGINIA, INC.
 
Douglas N. Bourne, Cable TV Coordinator
Office of Executive Management
1 County Complex
Prince William, VA 22192
 
     RE: Transfer of Cable Television License from Columbia Associates L.P. dba
         Columbia Cable to Jones Communications of Virginia, Inc.
 
Dear Mr. Bourne:
 
Pursuant to the provision of 5.5-1 et seq. of the Prince William County Code's
Cable television ordinance, this letter is for the purpose of Jones
Communications of Virginia, Inc.'s formal acceptance of the license as required
by 5.5-6(a) of the Prince William County Code. The undersigned, as an officer of
Jones Communications of Virginia, Inc. ("JCV"), and authorized to act on its
behalf, has carefully read and clearly understands the terms and conditions of
5.5-1 et seq. of the Prince William County Code and of the license ordinance
adopted by the Board (ord.#85-424) and agrees that JCV will strictly comply with
both their terms. JCV hereby acknowledges and concedes the validity of the terms
and conditions of the cable television ordinance in their entirety.
Notwithstanding the terms of the license ordinance, JCV hereby acknowledges and
concedes that it is at all times subject to the lawful exercise of the County's
police power, and acknowledges the Board of County Supervisors' right to adopt
such other ordinances or amendments as it deems necessary to protect the public
health, safety and welfare. JCV fully understands that failure to comply with
any section of the cable television ordinance or of the license ordinance may be
grounds for revocation of the license.
 
Sincerely,
 
JONES COMMUNICATIONS OF VIRGINIA, INC.


SIGNED:     /s/  Elizabeth Steele
            ----------------------------
Print name:     Elizabeth Steele
            ----------------------------
Title:         Vice President
            ----------------------------
Date:            12/12/95
            ----------------------------
<PAGE>   2
 
                           PRINCE WILLIAM COUNTY CODE
 
                         CONSUMER AFFAIRS AND CABLE TV
<PAGE>   3
 
                                  Chapter 5.5
 
                               CABLE TELEVISION*
 
<TABLE>
<S>   <C>     <C>
Art.      I.  In General, sections 5.5-1--5.5-3
Art.     II.  Application for License, section 5.5-4
Art.    III.  Grant of License, sections 5.5-5--5.5-7
Art.     IV.  Consumer Protection and Subscriber Privacy, sections 5.5-8--5.5-15
Art.      V.  License Fee, section 5.5-16
Art.     VI.  Administration and Enforcement, sections 5.5-17--5.5-21
Art.    VII.  Renewal and Revocation of Licenses, sections 5.5-22--5.5-24
Art.    VII.  Creation of License Service Areas, section 5.5-25
Art.     IX.  Miscellaneous, sections 5.5-26--5.5-28
</TABLE>
 
                             ARTICLE I. IN GENERAL
 
Sec. 5.5-1. Short title; purpose; authority.
 
     (a) This chapter shall be known and may be cited as the "Prince William
County Cable Television Ordinance."
 
     (b) This chapter is intended to provide for the licensing and regulation of
one (1) or more cable television systems, and to impose a fee on the privilege
of operating such system or systems, in the unincorporated area of Prince
William county, Virginia.
 
     (c) This chapter is enacted pursuant to sections 15.1-23.1 and 15.1-512.1,
Virginia Code Annotated. (No. 84-829, 10-23-84)
 
SEC. 5.5-2. DEFINITIONS.
 
     As used in this chapter, the following words and phrases shall have the
meanings herein specified, except where the context is clearly to the contrary.
Consistent with context, words used in the plural contemplate and include the
singular, and words used in the singular contemplate and include the plural.
Context notwithstanding, the word "shall" is mandatory, never directory.
 
     Basic subscriber service shall mean the distribution to subscribers of
signals over a cable television system on all channels except:
 
     (1) Those for which a per-program or per-channel charge is made;
 
     (2) Those intended for reception by equipment other than a television
broadcast receiver;
 
---------------
 
     *Editor's note--Res. No. 84-829, enacted Oct. 23, 1984, amended the Code by
adding thereto a new Ch. 5.1 sec.sec. 5.1-1--5.1-28. In order to provide for the
future addition of chapters, Ch. 5.1 was redesignated by the editor as Ch. 5.5,
and the sections were also redesignated accordingly; otherwise, the chapter is
included herein substantially as enacted.
 
     Cross references--Consumer protection, Ch. 6; emergency services, Ch. 7;
licenses generally, Ch. 11; taxation, Ch. 26; telephones, Ch. 28.
Supp. No. 16
 
                                       267
<PAGE>   4
 
sec. 5.5-2                 PRINCE WILLIAM COUNTY CODE
 
     (3) Two-way services;
 
     (4) Services, the delivery of which are regulated or pre-empted by the
Federal Communications Commission; and
 
     (5) Emergency services.
 
     Board shall mean the board of county supervisors of Prince William County,
Virginia.
 
     Cable television system shall mean a community antenna television system as
defined by section 15.1-23.1, Virginia Code Annotated.
 
     County shall mean Prince William County, Virginia.
 
     County executive shall mean the chief executive officer of the county,
appointed by the board, or his designee so indicated in writing.
 
     Fair market value shall mean the price that property will command when sold
by one who is under no need to sell, a willing seller, and bought by one who is
under no need to buy, a willing buyer.
 
     Federal Communications Commission shall mean the federal agency established
under the Communications Act of 1934, as amended, or any successor agency.
 
     Gross revenues shall mean any and all revenues derived from the operation
of a cable television system in the county, including but not limited to monthly
or periodic charges for service, installation fees and reconnect fees, revenues
derived from per-program or per-channel charges, studio and equipment rentals,
and subscriber and advertising revenues.
 
     License shall mean the nonexclusive right granted hereunder to construct,
install, maintain, and operate a cable television system or systems in any
unincorporated area of the county. It does not include any other license or
permit for the privilege of conducting a business in the county, as may be
required by other county ordinances.
 
     License ordinance shall mean an ordinance adopted pursuant to section 5.5-4
of this chapter, formally granting a license to construct, install, maintain, or
operate a cable television system in the county.
 
     License service area shall mean the geographical area within the
unincorporated area of the county for which a nonexclusive right has been
granted hereunder to construct, install, maintain, and operate a cable
television system.
 
     Licensee shall mean a person granted a license hereunder.
 
     Person shall mean and include any individual, firm, partnership,
cooperative, nonprofit membership corporation, joint venture, association,
corporation, estate, trust, business trust, trustee in bankruptcy, receiver,
auctioneer, syndicate, assignee, club, society, or any other group or
combination acting as a unit.
 
     Public way shall mean any highway, street, road, alley, way, easement,
right-of-way, place, or other right or interest in real property, belonging to
any public body, including the county, the commonwealth, or any subdivision,
agency, department, or authority of either.

                                     268
<PAGE>   5
 
                                CABLE TELEVISION                      sec. 5.5-4
 
     Subscriber shall mean any person who receives, or contracts with a licensee
to receive, basic subscriber service, or one (1) or more of such other services
as may be offered by the licensee's cable television system, or both. (No.
84-829, 10-23-84)
 
Sec. 5.5-3. Requirement of license; prohibition on expansion.
 
     (a) No person shall construct, install, maintain, expand, enlarge, or
otherwise increase, or operate a cable television system through, on, over, or
under any public way in the unincorporated area of the county without first
having applied for, been granted, and accepted a license under the provisions
hereof; provided, however, that any person operating a cable television system
in the county on the effective date of this chapter may continue operating such
existing system as it is then constituted, without further extension of service
to any additional subscriber if such extension of service requires the crossing
or use of any public way.
 
     (b) Notwithstanding the permission granted hereby to continue operation of
existing systems, board of supervisors Resolution No. 83-696, dated August 2,
1983, is expressly repealed upon the adoption of this chapter, and the
permission granted thereby for the use of the public ways of the county for the
purpose of providing cable television service is revoked, except as to those
portions of existing systems grandfathered under the provisions of subsection
(a) of this section. (No. 84-829, 10-23-84)
 
                      ARTICLE II. APPLICATION FOR LICENSE
 
Sec. 5.5-4. Application; fee; contents.
 
     (a) The board shall, by resolution, establish procedures and forms
governing the invitation for, and submission, review, and evaluation of, written
applications for a license. Each person applying for a license shall pay, by
certified check to the order of "Prince William County," a nonrefundable fee in
the amount of five hundred dollars ($500.00) to defray expenses incurred by the
county in processing applications. In addition to such other information as the
board may deem necessary or appropriate to include in the aforesaid resolution,
all applications shall include, at a minimum, unless otherwise determined by the
board:
 
     (1) A map delineating all areas to which cable service must be provided in
         accordance with the service extensions required by section 5.5-14 
         hereof.
 
     (2) A detailed statement of services proposed to be offered, including
         public, civic, or community services.
 
     (3) A schedule of initial rates, fees, and other charges to be established
         by the applicant.
 
     (4) Information sufficient to determine the character and business
         responsibility of the applicant, its financial, technical and other
         qualifications.
 
     (5) Full and true disclosure of the actual ownership of the applicant,
         including the identity of all principals and ultimate beneficial 
         owners, however designated, specifi-


                                     269
<PAGE>   6
 
sec. 5.5-4                 PRINCE WILLIAM COUNTY CODE
 
         cally including all stockholders of corporations (nominal and 
         beneficial) owning more than one (1) percent of the issued and 
         outstanding stock, and all partners of any general or limited 
         partnership.
 
     (b) Submitted applications shall be amended only with the consent of the
board.
 
     (c) Applications shall be signed by the applicant, or by a duly authorized
representative of the applicant, evidence of whose authority shall be supplied
with the application. (No. 84-829, 10-23-84)
 
                         ARTICLE III. GRANT OF LICENSE
 
Sec. 5.5-5. Form; nonexclusive term.
 
     (a) The board may, by individual ordinance adopted for the purpose, grant
one (1) or more nonexclusive licenses, subject to the terms, conditions, and
other provisions of this chapter. Such licenses shall be for a term of
fifteen(15) years beginning with the date a written instrument accepting the
license is filed with the county pursuant to this chapter.
 
     (b) Nothing in this chapter shall be deemed, construed, or applied to
require the board to grant any license. Any decision or decisions of the board
concerning the granting, or the refusal to grant, one or more licenses shall be
final.
 
     (c) The license ordinance shall constitute the license, and shall include
at a minimum a description of the area or areas to be served, the terms of any
agreements which may be made between the county and licensee beyond the
requirements of this chapter, and such other terms and conditions as shall be
lawful and appropriate. (No. 84-829, 10-23-84)
 
Sec. 5.5-6. Acceptance of license; police power, fee.
 
     (a) A license granted pursuant to this chapter shall not become effective
unless and until accepted by written instrument filed with the county within
thirty (30) days after the license ordinance has been adopted. Such instrument
shall state that the licensee has carefully read and clearly understands the
terms and conditions of this chapter and of the license ordinance, and agrees to
strict compliance with both. By accepting a license, the licensee acknowledges
and concedes the validity of the terms and conditions of this chapter and of the
license ordinance in their entireties, at the time of adoption of the license
ordinance.
 
     (b) By accepting a license granted pursuant to this chapter, the licensee
acknowledges and concedes that, notwithstanding the terms of the license, it is
at all times subject to the lawful exercise of the county's police power. The
board hereby expressly reserves the right to adopt, in addition to this chapter
and to the license ordinance, such other ordinances as it deems necessary to
protect the public health, safety, or welfare, provided that such other
ordinances are consistent with state and federal law and authorized by said
police power. The board may adopt amendments to this chapter, provided that such
amendments shall not deprive any licensee of rights which have vested during the
license period.


                                     270
<PAGE>   7
 
                                CABLE TELEVISION                     sec. 5.5-10
 
     (c) Upon accepting a license, the licensee shall pay to the county a fee in
an amount set by resolution of the board, not to exceed one thousand dollars
($1,000.00). Such fee shall be nonrefundable, and shall be paid by a certified
check to the order of "Prince William County." (No. 84-829, 10-23-84)
 
Sec. 5.5-7. Filing with county.
 
     Unless otherwise expressly provided by resolution of the board, all
materials herein required to be filed with the county shall be filed at an with
the office of consumer affairs. (No. 84-829, 10-23-84)
 
             ARTICLE IV. CONSUMER PROTECTION AND SUBSCRIBER PRIVACY
 
Sec. 5.5-8. Continuous, efficient service; pro rata refunds or credits.
 
     (a) The licensee shall provide continuous, efficient service, on a
nondiscriminatory basis, in return for payment of its rates, fees, and other
charges for service. Interruptions of service shall be for good cause only and
for the shortest time possible. Planned interruptions of thirty (30) minutes or
more shall be preceded by a least twenty-four (24) hours' advance notice to all
subscribers and, to the extent feasible, shall occur during periods of minimum
use of the cable television system.
 
     (b) In the event service to one-fourth ( 1/4) or more of the subscribers of
any licensee is interrupted for more than twenty-four (24) consecutive hours,
whether pre-planned or not, the licensee shall provide each such subscriber
subject to such interruption with a pro rata credit or refund for the entire
period of such interruption. (No. 84-829, 10-23-84)
 
Sec. 5.5-9. Maintenance; complaint answering service; repairs.
 
     The licensee shall establish maintenance service capability enabling the
prompt location and correction of system malfunctions, and shall make repairs
promptly within twenty-four (24) hours of receipt of notification of the need
therefor. The licensee shall provide a twenty-four-hour complaint answering
service, and shall maintain adequate records of all complaints and requests for
repairs, and their resolution, which records shall be open for public
inspection. (No. 84-829, 10-23-84)
 
Sec. 5.5-10. Local office; complaints; notice of procedures.
 
     (a) The licensee shall maintain an office within the license service area,
or in the Cities of Manassas or Manassas Park, which shall be open and
accessible to the public during normal business hours and which shall provide
twenty-four-hour recording of subscriber complaints, including, but not limited
to, billing errors, service disconnections, service loss, and equipment failure.
Complaints other than those related to system malfunction addressed by section
5.5-9 shall be answered not later than the next business day after the complaint
has been received, and corrective action shall be completed as soon as
practical. Adequate records shall be made of all subscriber complaints,
describing the nature of each complaint and showing


                                     271
<PAGE>   8
 
sec. 5.5-10                PRINCE WILLIAM COUNTY CODE
 
when and what corrective action was completed. Such records shall be available
to the public or to representatives of the board, during normal business hours,
and shall be retained in the licensee's files for not less than three (3) years.
Annual summaries of complaints shall be filed with the office of consumer
affairs, not later than June thirtieth of each year.
 
     (b) Unresolved complaints, if any, shall be reported to the office of
consumer affairs, in writing, within thirty (30) days after the end of each
calendar year quarter. The nature and number of any unresolved complaints shall
be taken into account by the board in considering whether to renew or to revoke
a license.
 
     (c) Each licensee shall, at the time of entering into an agreement to
provide cable service of any kind, inform every subscriber of the provisions of
this article, and of the procedures which may be used to make complaints,
requests for repairs, and to contest alleged billing errors.
 
     (d) Licensees serving more than one (1) license service area need provide a
local office in only one (1) such area, or in either of the two (2) cities
above. (No. 84-829, 10-23-84)
 
Sec. 5.5-11. Notice of rate changes.
 
     Licenses shall give not less than thirty (30) nor more than ninety (90)
days' prior written notice to each subscriber of any prospective increase in any
rate, fee, or charge subject to local regulation. Increases made without such
prior notice shall be void. (No. 84-829, 10-23-94)
 
Sec. 5.5-12. Protection of subscriber information.
 
     (A)(1) At the time of entering into an agreement to provide any cable
            service or other service to a subscriber, and at least once a year
            thereafter, a cable operator shall provide notice in the form of a
            separate, written statement to such subscriber which clearly and
            conspicuously informs the subscriber of:
 
            (a) The nature of personally identifiable information collected or
                to be collected with respect to the subscriber and the nature
                of the use of such information;
 
            (b) The nature, frequency, and purpose of any disclosure which may
                be made of such information, including an identification of
                the types of persons to whom the disclosure may be made;
 
            (c) The period during which such information will be maintained by
                the licensee;
 
            (d) The times and place at which the subscriber may have access to
                such information in accordance with subsection (d); and
 
            (e) The limitations provided by this section with respect to the
                collection and disclosure of information by a licensee and the
                right of the subscriber under subsections (f) and (h) to
                enforce such limitations.
 
            In the case of subscribers who have entered into such an agreement
            before the effective date of this chapter, such notice shall be
            provided within one hundred eighty (180) days of such date, and at
            least once a year thereafter.
 
        (2) For purposes of this section, the term "personally identifiable
            information" does not include any record of aggregate data which
            does not identify particular persons.


                                     272
<PAGE>   9
 
                                CABLE TELEVISION                     sec. 5.5-12
 
     (B)(1)  Except as provided in paragraph (B)(2) of this subsection, no
             licensee shall use the cable system to collect personally
             identifiable information concerning any subscriber, without the
             prior written or electronic consent of the subscriber concerned.
 
         (2) A licensee may use the cable system to collect such information in
             order to:
 
             (a) Obtain information necessary to render a cable service or other
                 service provided by the licensee to the subscriber; or
 
             (b) Detect unauthorized reception of cable communications.
 
     (C)(1)  Except as provided in paragraph (C)(2), a licensee shall not
             disclose personally identifiable information concerning any
             subscriber without the prior written or electronic consent of the
             subscriber concerned.
 
         (2) A licensee may disclose such information if the disclosure is:
 
              (a) Necessary to render, or conduct, a legitimate business
                  activity related to, cable service or other service provided
                  by the licensee to the subscriber.
 
              (b) Subject to subsection (h), made pursuant to a court order
                  authorizing such disclosure, if the subscriber is notified of
                  such order by the person to whom the order is directed; or
 
              (c) A disclosure of the names and addresses of subscribers to any
                  cable service or other service, if:
 
                   1. The licensee has provided the subscriber the opportunity
                      to prohibit or limit such disclosure, and
 
                   2. The disclosure does not reveal, directly or indirectly,
                      the:
 
                      a. Extent of any viewing or other use by the subscriber of
                         a cable service or other service provided by the
                         licensee; or
 
                      b. The nature of any transaction made by the subscriber
                         over the cable system of the licensee.
 
     (D) A cable subscriber shall be provided access to all personally
identifiable information regarding that subscriber which is collected and
maintained by a licensee. Such information shall be made available to the
subscriber at reasonable times and at a convenient place designated by such
licensee. A cable subscriber shall be provided reasonable opportunity to correct
any error in such information.
 
     (E) A licensee shall destroy personally identifiable information if the
information is no longer necessary for the purpose for which it was collected
and there are no pending requests or orders for access to such information under
subsection (D) or pursuant to a court order.
 
     (F) Any person aggrieved by any act of a licensee in violation of this
section may bring a civil action in accordance with the provisions of section
631 of the Cable Franchise Policy and Communications Act of 1984.
 
     (G) Nothing in this chapter shall be construed to prohibit the board from
enacting or enforcing laws consistent with federal law for the protection of
subscriber privacy.


                                     273
<PAGE>   10
 
sec. 5.5-12
 
                           PRINCE WILLIAM COUNTY CODE
 
     (H) A governmental entity may obtain personally identifiable information
concerning a cable subscriber pursuant to a court order only if, in the court
proceeding relevant to such court order:
 
     (1) The entity offers clear and convincing evidence that the subject
         of the information is reasonably suspected of engaging in criminal 
         activity and that the information sought would be material evidence 
         in the case; and
 
     (2) The subject of the information is afforded the opportunity to appear 
         and contest such entity's claim. (No. 84-829, 10-23-84)
 
SEC. 5.5-13. CONSUMER ACCESS TO CABLE SERVICE.
 
     (a) The owner of any multiple-unit residential or commercial building or
manufactured home park may not prevent or interfere with the construction or
installation of facilities necessary for a cable system, consistent with this
section, if cable service has been requested by a lessee or owner (including a
person legally entitled to occupy a unit in a cooperative project) of a unit in
such building or park, provided that the owner of such property is justly
compensated for any physical invasion of his property to provide such service,
in accordance with this section.
 
     (b) The county executive is authorized to prescribe regulations to
implement this section which provide:
 
     (1) That the safety, functioning, and appearance of premises and 
         convenience and safety of other persons shall not be adversely
         affected by the installation or construction of the facilities
         necessary for extension of a licensee's cable system;
        
     (2) That the reasonable and just cost of the installation, construction, o
         peration, or removal of such facilities be borne by the licensee or 
         subscriber, or a combination of both;
 
     (3) That the owner be justly compensated by the licensee for any taking or
         damage caused by the installation, construction, operation or removal 
         of such facilities by the licensee; and
 
     (4) That methods be developed for determining just compensation under this
         section. In the event that a property owner declines to accept just
         compensation as established in accordance with regulations promulgated
         hereunder, and the county executive determines that it is necessary to
         effect the provisions of this section by other means, he is hereby
         authorized to initiate condemnation proceedings for the purposes
         hereof, and to request the county attorney to assist, or to retain
         qualified counsel approved by the county attorney for the purpose of
         conducting such proceedings, and to compensate such counsel from the
         proceeds of any license fee required under this chapter.
        
     (c) Any owner of such a multiple-unit building or park may not demand or
accept payment from any licensee in exchange for permitting construction or
installation necessary for a cable system on or within the premises in excess of
any amount which constitutes just compensation as determined in accordance with
regulations promulgated hereunder.
 
                                       274
<PAGE>   11
 
                                CABLE TELEVISION                     sec. 5.5-14
 
     (d) In prescribing methods under subsection (b) for determining just
compensation, the county executive shall give consideration to:
 
     (1) The extent to which the cable system facilities actually occupy
         the premises;
 
     (2) The actual long-term damage which the cable system facilitates may
         cost to the premises;
 
     (3) The extent to which the cable system facilities would interfere
         with the normal use and enjoyment of the premises; and
 
     (4) The enhancement in value of the premises resulting from the
         availability of cable service.
 
     (e) This section shall not apply to units which are customarily leased to a
person for a period of less than thirty (30) days, or to units in a hospital.
 
     (f) This section shall not apply to any owner of a multiple unit
residential or commercial building or manufactured home park who, in the opinion
of the county executive, makes available to residents a diversity of information
sources and services equivalent to those offered by the cable system authorized
to provide cable service in the area in which such dwelling is located in
accordance with regulations prescribed by the county executive (No. 84-829,
10-23-84)
 
SEC. 5.5-14. SERVICE EXTENSIONS REQUIRED.
 
     (a) Except as may be otherwise authorized in the license ordinance, each
licensee shall provide service to all continuous and contiguous areas where the
number of occupied dwelling units meets or exceeds a density of fifty (50)
dwelling units per mile of cable, such areas to be measured linearly from any
point of existing service. Such service shall be extended as soon as practicable
after the adoption of this chapter, and in any event upon request of any person
residing within any area where the aforesaid density conditions exist.
 
     (b) In areas not meeting the aforementioned density of fifty (50) occupied
dwellings per mile in which mandatory extension of service is provided, upon the
request of fifty (50) percent of the owners of occupied dwelling units along the
shortest and most direct feasible route from the nearest termination point of
licensee's existing service to the dwelling of the last person requesting such
nonmandatory extension, and within five hundred (500) feet on either side of
such route, the licensee shall extend service to any such subscriber(s) upon
their payment to the licensee of an amount equal to the proportional cost of
such extension by such route, determined by multiplying the cost of such
extension by a fraction with a denominator of fifty (50) and a numerator equal
to fifty (50) less the density of occupied dwelling units along the route of
such extension, and occupied dwellings within five hundred (500) feet of such
route.
 
     (c) Nothing contained in this section shall be construed to require
licensees to overbuild in any portion of a service area, and either mandatory or
nonmandatory service extensions required hereby shall be provided by the
licensee whose existing service terminates nearest to any occupied dwelling
subject to either extension requirement. Nor shall this section be construed to
preclude any person or group of persons from requesting nonmandatory connec-
 
 
                                       275
<PAGE>   12
 
sec. 5.5-14                PRINCE WILLIAM COUNTY CODE
 
tion from any other licensee in the service area other than the nearest
licensee, nor be construed to preclude voluntary overbuild in any area for which
a license is held. (No. 84-829, 10-23-84)
 
SEC. 5.5-15. SYSTEM DESIGN; CAPACITY.
 
     The licensee shall design, install, construct, operate and maintain the
cable television system:
 
     (1) So as to provide high quality service, to meet or exceed the technical
         standards set forth in rules and regulations promulgated by the
         Federal Communications Commission regarding cable television, as such
         rules and regulations may from time to time be amended, or, in the
         absence of such rules and regulations, or federal pre-emption of the
         area, in full compliance with such technical standards as the board
         may, by ordinance, adopt, and the board hereby expressly reserves the
         right to adopt such standards;
        
     (2) So that signals are at all times within the limitations imposed by
         the technical standards established, and delivered to subscribers
         without material degradation in quality; and
        
     (3) For an audio override of all channels simultaneously, for use in
         case of public emergencies, or disasters. (No. 84-829, 10-23-84)
 
                             ARTICLE V. LICENSE FEE
 
SEC. 5.5-16. REQUIRED.
 
     (a) The licensee shall pay to the county for the duration of the license a
license fee which shall be the sum of one dollar ($1.00) per year per basic
subscriber to that licensee's system; provided, that in no event may such fee
exceed five (5) percent of the annual gross revenues of the licensee. The number
of subscribers upon which such fee shall be calculated shall be the number of
basic subscribers to each system as of December 31st of each year. The fee shall
be payable to the county in a single payment made not later than January 31st of
each year. In the event that any license is granted to any cable operator after
January 1, 1985, but before December 31, 1985, the licensee shall pay such
license fee based on the number of basic subscribers to its system on December
31, 1984, and such fee shall be paid to the county within thirty (30) days of
the grant of the license.
 
     (b) Notwithstanding subsection (a) of this section, the board reserves the
right, at any time during which any license is in effect, to establish a
different license fee in an amount then to be established by ordinance of the
board, such license fee not to exceed five (5) percent of the licensee's gross
revenues. The board may establish a lesser percentage without prejudice to its
right to change the fee at any time, provided that the said fee does not exceed
the foregoing five (5) percent limitation. Any such fee based on a percentage
shall be paid quarterly within thirty (30) days after the expiration of the
calendar year quarters ending
 
 
                                       276
<PAGE>   13
 
                                CABLE TELEVISION                     sec. 5.5-17
 
March 31, June 30, September 30, and December 31, at which time the licensee
shall file with the county a financial statement clearly showing the gross
revenues received by the licensee during the preceding quarter. In the event any
quarterly payment of the license fee is not made within thirty (30) days
specified herein, interest shall be charged from the thirty-first day at the
interest rate permitted on judgments by general law.
 
     (c) Acceptance of any fee payment shall not constitute, and shall not be
deemed, construed, or applied as, an admission or an agreement by the county
that the amount paid is in fact correct, or as a waiver of its rights, hereby
expressly reserved to audit the licensee's financial records at any time, and to
recompute the amount of fee payable hereunder. Any additional amounts found to
be due as a result of such audit shall be paid, upon demand, together with
interest at the rate permitted on judgments by general law computed from the
date upon which the correct fee was due.
 
     (d) In the event a license is revoked prior to its expiration date, and in
the event that a percentage license fee has been imposed, the licensee shall,
within thirty (30) days of the date of revocation:
 
     (1) File with the county a financial statement clearly showing the gross 
         revenues received by the licensee since the expiration of the
         immediately preceding calendar year quarter; and
 
     (2) Pay the license fee accrued as of the date of revocation.
 
     (e) Nothing in this section shall be deemed construed, or applied to exempt
the licensee from the payment of any taxes, fees, or charges lawfully imposed.
(No. 84-829, 10-23-84)
 
                   ARTICLE VI. ADMINISTRATION AND ENFORCEMENT
 
SEC. 5.5-17. BOOKS AND RECORDS.
 
     (a) The licensee shall keep and maintain such books and records of its
operations within the county as may be specified by the county executive, which
he deems reasonably necessary to enable the county to properly determine the
amount of any license fee due to it, and to otherwise enforce the provisions of
this chapter.
 
     The licensee shall retain such books and records, in any reasonable form,
for not less than five (5) years. The county shall have the right to extend the
retention period through the term of any renewed license, and shall have the
right to inspect, copy or audit the licensee's books and records at any
reasonable time, upon twenty-four (24) hours' written notice to the licensee.
 
     (b) At the request of the county executive, within one hundred twenty (120)
days following the conclusion of its fiscal year, the licensee shall, at its
sole cost and expense, file with the county its financial statements for that
year, examined and reported on by an independent public accountant. The licensee
shall advise the office of consumer affairs of the period of its fiscal year.
 
 
                                       277
<PAGE>   14
 
sec. 5.5-18                PRINCE WILLIAM COUNTY CODE
 
SEC. 5.5-18. INSURANCE.
 
     (a) Not later than thirty (30) days after accepting a license, and at all
times during the term of the license, the licensee shall obtain, pay all
premiums for, and file with the county executive written evidence of payment of
premiums for and executed duplicate copies of the following:
 
     (1) A general comprehensive public liability insurance policy
         indemnifying, defending, and holding harmless the county, its
         officers, boards, commissions, agents, or employees from any and all
         claims by any person whatsoever on account of injury to or death of a
         person or persons caused by the operations of the licensee under the
         license herein granted, or alleged to have been so caused, with a
         minimum liability of one million dollars ($1,000,000.00) for personal
         injury or death of all persons so injured or killed in any one (1)
         occurrence.
        
     (2) A property damage insurance policy indemnifying, defending, and
         holding harmless the county, its officers, boards, commissions,
         agents, or employees from any and all claims by any person whatsoever
         for property damage caused by the operations of the licensee under the
         license herein granted, or alleged to have been so caused, with a
         minimum liability of one million dollars ($1,000,000.00) for damage to
         such property in any one occurrence.
        
     (b) Each of the foregoing insurance policies shall be in a form acceptable
to the county and each shall require thirty (30) calendar days' notice of any
cancellations to both the county and the licensee. Within thirty (30) days
following receipt by the county or licensee of any cancellation notice, the
licensee shall obtain, pay all premiums for, and file with the county written
evidence of payment of premiums for and executed duplicate copies of a
replacement policy in the same minimum amount as the canceled policy. (No.
84-829, 10-23-84)
 
SEC. 5.5-19. INDEMNITY.
 
     (a) The licensee shall, at its sole cost and expense, indemnify, defend,
and hold harmless the county, its officials, boards, commissions, agents, and
employees against any and all claims, suits, causes of action, proceedings, and
judgments for damages or relief, of any kind, arising out of:
 
     (1) The grant of a license to the licensee or the licensee's acceptance 
         thereof:
 
     (2) The operations of the licensee under such license, specifically
         including antitrust actions under state or federal law. Indemnified
         expenses shall include, but not be limited to, all out-of-pocket
         expenses, court costs, attorneys' fees, and the reasonable value of
         any services rendered by county employees.
        
     (b) The foregoing indemnity is conditioned upon the county's giving the
licensee prompt notice of the making of any claim or the commencement of any
suit, action, or other proceeding covered by this section. Nothing in this
section shall be deemed, construed, or applied to prevent the county from
cooperating with the licensee and participating in the defense of any litigation
by its own counsel at its sole cost and expense. (No. 84-829, 10-23-94)
 
 
                                       278
<PAGE>   15
 
                                CABLE TELEVISION                     sec. 5.5-22
 
SEC. 5.5-20. FAILURE TO ENFORCE LICENSE.
 
     The licensee shall not be excused from complying with any of the terms and
conditions of this chapter or of the license ordinance by any delay or failure
of the county, upon any one (1) or more occasions, to insist upon the licensee's
performance or to seek the licensee's compliance with any one (1) or more of
such terms or conditions. (No. 84-829, 10-23-84)
 
SEC. 5.5-21. ADMINISTRATION AND ENFORCEMENT RESPONSIBILITIES.
 
     (a) The administration and enforcement of this chapter and any license
granted and accepted pursuant to this chapter shall be vested in the office of
consumer affairs, under the supervision and control of the county executive.
 
     (b) The county executive is hereby authorized to promulgate such rules,
regulations, and orders as he shall deem necessary and appropriate to enforce,
administer, and interpret, this chapter; provided that he shall cause reasonable
notice of the proposed adoption of any rules or regulations to be published in a
newspaper of general circulation in the county, and shall conduct at least one
(1) public hearing on the adoption thereof. The county executive may not
delegate this responsibility.
 
     (c) The county executive may enforce this chapter, the terms and conditions
of any license, and any rules, regulations, or orders issued in the
interpretation and administration thereof, by any appropriate action at law or
cause in chancery. The county attorney is authorized to file and prosecute such
proceedings in the name of the board, upon the written request of the county
executive. This authority may not be delegated by the county executive. (No.
84-829, 10-23-84)
 
                ARTICLE VII. RENEWAL AND REVOCATION OF LICENSES
 
SEC. 5.5-22. RENEWAL OF LICENSES.
 
     (A) Licenses may be renewed in accordance with this section, and shall
terminate unless so renewed.
 
     (B) During the six-month period which begins with the thirty-sixth month
before license expiration, the board may, on its own initiative, and shall upon
application of the licensee, commence proceedings for the purpose of:
 
        (1) Identifying the future cable-related community needs and interests
            of the county; and
 
        (2) Reviewing the performance of the licensee under the license during
            the then-current license term.
 
     (C)(1) Upon completion of a proceeding under subsection (B), above, a
            licensee seeking renewal of a license may, on its own initiative or
            at the request of the board, submit a proposal for renewal thereof.
 
        (2) Subject to the applicable provisions of federal law and regulation,
            any such proposal shall contain such material as the board may
            require, including proposals for upgrade of the cable system.
 
                                       279
<PAGE>   16
                                                                EXHIBIT 10.6.47 


sec. 5.5-22                PRINCE WILLIAM COUNTY CODE
 
          (3) The board may establish a date by which such proposals shall be
              submitted.
 
      (D) (1) Upon submittal by a license of a proposal for renewal of a 
              license, the board shall provide prompt public notice of such
              proposal and, during the four-month period which begins on the
              completion of any proceedings under subsection (B), either renew
              the license or issue a preliminary assessment that the license
              should not be renewed, and at the request of the operator, or on
              its own initiative, commence an administrative proceeding, after
              providing prompt public notice of such proceeding in accordance   
              with paragraph (D)(2) to consider whether:
        
              (a) The licensee has substantially complied with the material
                  terms of the existing license and with the applicable law;
 
              (b) The quality of the licensee's service, including signal
                  quality, response to consumer complaints, and billing
                  practices, but without regard to the mix, quality, or level
                  of cable services or other services provided over the system,
                  has been reasonable in light of community needs;
 
              (c) The licensee has the financial, legal, and technical ability
                  to provide the services, facilities, and equipment as set
                  forth in the licensee's proposal; and
 
              (d) The licensee's proposal is reasonable to meet the future
                  cable-related community needs and interests, taking into
                  account the costs of meeting such needs and interests.
 
          (2) In any proceeding under paragraph (DX1), the licensee shall be
              afforded adequate notice, and both the licensee and the board, or
              its designee, shall be afforded fair opportunity for full
              participation therein, including the right to introduce evidence
              (including evidence related to issues raised in the proceedings
              under subsection (b)), to require the production of evidence, and
              to question witnesses. A transcript shall be made of any such
              proceeding.
 
          (3) At the completion of a proceeding under this subsection, the board
              shall issue a written decision granting or denying the proposal
              for renewal based upon the record of such proceeding, and transmit
              a copy of such decision to the licensee. Such decision shall state
              the reasons therefor.
 
     (E) Any denial of a proposal for renewal shall be based on one or more
adverse findings made with respect to the factors described in subparagraphs (a)
through (d) of subsection (DX1), pursuant to and based upon the record of the
proceeding under subsection (D). The board may not base a denial of renewal on a
failure to substantially comply with the material terms of the license under
subsection (D)(1)(a) or on events considered under subsection (D)(1)(b) in any
case in which a violation of the license or the events considered under
subsection (D)(1)(b) occur after the effective date of the Cable Franchise
Policy and Communications Act of 1984, unless the board has provided the
licensee with notice and the opportunity to cure, or in any case in which it is
documented that the board has waived its right to object, or has effectively
acquiesced.
 
     (F) Any licensee whose proposal for renewal has been denied by final
decision of the board made pursuant to this section, or has been adversely
affected by a failure of the board to act in accordance with the procedural
requirements of this section, may appeal such final
 
 
                                       280
<PAGE>   17
 
                                CABLE TELEVISION                     sec. 5.5-23
 
decision or failure pursuant to the provisions of sections 626 and 636 of the
Cable Franchise Policy and Communications Act of 1984.
 
     (G) Notwithstanding the provisions of subsections (A) through (F) of this
section, a licensee may submit a proposal for renewal of a license at any time,
and the board may grant or deny such proposal at any time (including after
proceedings pursuant to this section have commenced). The provisions of
subsections (A) through (F) shall not apply to a decision to grant or deny a
proposal under this section. The denial of a renewal under this subsection shall
not affect on a renewal proposal that is submitted in accordance with subsection
(A) through (F). (No. 84-829, 10-23-84)
 
Sec. 5.5-23. Revocation of license.
 
     (a) In addition to other rights and powers provided by this chapter, or
general law, the county hereby expressly reserves the right to revoke any
license granted under this chapter on any one (1) or more of the following
grounds:
 
     (1) The licensee's material misrepresentation of fact in an application
         submitted pursuant to this chapter.
 
     (2) The licensee's willful or negligent failure or refusal to construct,
         install, maintain, or operate its cable television system in compliance
         with any term or condition of this chapter or of the license ordinance.
 
     (3) The licensee's insolvency, or its seeking relief under the bankruptcy
         laws or having been adjudged bankrupt.
 
     (4) Foreclosure or other judicial sale of all or a substantial part of
         licensee's cable television system, or
 
     (5) The licensee's repeated or substantial violation of any provision of
         the Virginia Consumer Protection Act of 1977, as amended.
 
     (6) The licensee's repeated failure to provide efficient, continuous
         service, or to maintain the system in good repair, or to satisfactorily
         resolve bona fide subscriber complaints.
 
     (b) The board may revoke a license pursuant to this section, by ordinance,
only after it has given the licensee notice of its intention to adopt such an
ordinance and the grounds therefor, and has afforded the licensee a reasonable
opportunity to prove in a hearing before the board that the proposed grounds for
revocation never existed or do not warrant revocation. The board shall give at
least the same notice of such hearing as required for the adoption of
ordinances.
 
     (c) A license shall not be revoked pursuant to this section for any act or
omission beyond the licensee's control; provided, however, that an act or
omission shall not be deemed or construed to be beyond the licensee's control
because of financial difficulties of any sort.
 
     (d) In the event that a license is revoked by the board, the county shall
have the option to acquire the assets of the licensee's cable television at
their then fair market value, or to select a successor licensee, consistent with
the provisions of this chapter, and to permit such
 
 
                                       281
<PAGE>   18
 
sec. 5.5-23                PRINCE WILLIAM COUNTY CODE
 
successor to acquire said assets at their then fair market value. Such option
must be exercised within one (1) year of the date of revocation.
 
     (e) In the event that a license is revoked by the board, and until such
time as the licensee transfers to the county or to a successor licensee
possession and title to the assets of its cable television system, the licensee
shall, as trustee for its successor in interest, continue to operate the cable
television system under the terms and conditions of this chapter and of the
license ordinance. During such interim period, the licensee shall not make any
material administrative or operational change that would tend to:
 
     (1) Degrade the quality of service to subscribers;
 
     (2) Decrease income; or
 
     (3) Materially increase expenses without the express permission, in
         writing, of the county.
 
     For its management services during this period of trusteeship, the licensee
shall be entitled to receive, as compensation, the net profit generated from the
operation of its cable television system during such period. Such management
services shall not be continued without the licensee's consent for more than
twelve (12) months. (No. 84-829, 10-23-84)
 
Sec. 5.5-24. Removal of materials upon termination of license.
 
     In the event a license is revoked, or otherwise terminated for any lawful
reason, the licensee shall, if the system is not sold to a successor licensee,
or acquired by the board within the period for exercise of its option to acquire
or after said option shall have been declined, remove all supporting structures,
poles, transmission and distribution systems, and other appurtenances, owned by
it, from all public ways in, over, under, through, and along which installed,
and restore such areas to their original condition. If not done within six (6)
months from notice by the board to restore, such property shall be deemed
abandoned. (No. 84-829, 10-23-84)
 
                ARTICLE VIII. CREATION OF LICENSE SERVICE AREAS
 
Sec. 5.5-25. License service areas.
 
     The board may, by ordinance, establish one or more license service areas
within which it may grant licenses as provided in this chapter. Unless and until
the board determines to create other license service areas, the entire
geographical area of Prince William County shall constitute the license service
area for purposes of this chapter. (No. 84-829, 10-23-84)
 
                           ARTICLE IX. MISCELLANEOUS
 
Sec. 5.5-26. Time of the essence.
 
     Whenever this chapter or the license ordinance specifies any time for any
act to be performed by or on the behalf of a licensee, such time shall be deemed
to be of the essence and
 
 
                                       282
<PAGE>   19
 
                                CABLE TELEVISION                     sec. 5.5-28
 
the licensee's failure to perform within the time specified shall, in all cases,
be sufficient grounds for the county to invoke the remedies available under the
terms and conditions of this chapter and of the license ordinance. (No. 84-829,
10-23-84)
 
Sec. 5.5-27. Severability.
 
     If any provision of this chapter or of the license ordinance is held
invalid or unconstitutional by any court or administrative agency of competent
jurisdiction, such holding shall not affect the validity of the remaining
provisions thereof. (No. 84-829, 10-23-84)
 
Sec. 5.5-28. Effect of state or federal regulation or law.
 
     The provisions of this chapter, any resolution adopted by the board
hereunder, and any license ordinance or agreement entered into shall be deemed
amended pro tanto to comply with any requirement of state or federal law or
regulation which is applicable thereto which has been, or shall be adopted, and
which is inconsistent with provisions of this chapter, and this chapter shall be
deemed to include mandatory and self-effectuating provisions of such law or
regulation. Nothing shall preclude the board from adopting express amendments to
this chapter, and any resolution, other ordinance, or agreement to conform local
law, regulation, and agreements to such federal or state law or regulation. (No.
84-829, 10-23-84)
 
                                                          [The next page is 297]
 
                                       283
<PAGE>   20
 
                       PROPOSED AMENDMENTS TO CHAPTER 5.5
 
                                  Chapter 5.5
 
                                CABLE TELEVISION
 
                                     * * *
 
                             ARTICLE I. IN GENERAL
 
                                     * * *
 
Sec. 5.5-2. Definitions.
 
     As used in this chapter, the following words and phrases shall have the
meanings herein specified, except where the context is clearly to the contrary.
Consistent with context, words used in the plural contemplate and include the
singular, and words used in the singular contemplate and include the plural.
Context notwithstanding, the word "shall" is mandatory, never directory.
 
     Basic subscriber service shall mean the distribution to subscribers of
signals over a cable television system on all channels except:
 
     (1) Those for which a per-program or per-channel charge is made;
 
     (2) Those intended for reception by equipment other than a television
broadcast receiver;
 
     (3) Two-way services;
 
     (4) Services, the delivery of which are regulated or pre-empted by the
Federal Communications Commission; and
 
     (5) Emergency services.
 
     Board shall mean the board of county supervisors of Prince William County,
Virginia.
 
     Cable televisions system shall mean a cable television system as defined by
section 15.1-23.1, Virginia Code Annotated.
 
     County shall mean Prince William County, Virginia.
 
     County Executive shall mean the chief executive officer of the county,
appointed by the board, or his designee so indicated in writing.
 
     Fair market value shall mean the price that property will command when sold
by one who is under no need to sell, a willing seller, and bought by one who is
under no need to buy, a willing buyer.
 
     Federal Communications Commission, shall mean the federal agency
established under the Communications Act of 1934, as amended, or any successor
agency.
<PAGE>   21
                                      2

 
     Gross revenues shall mean any and all revenues derived from the operation
of a cable television system in the county, including but not limited to monthly
or periodic charges for service, installation fees and reconnect fees, revenues
derived from per-program or per-channel charges, studio and equipment rentals,
and subscriber and advertising revenues.
 
     License shall mean the nonexclusive right granted hereunder to construct,
install, maintain, and operate a cable television system or systems in any
unincorporated area of the county. It does not include any other license or
permit for the privilege of conducting a business in the county, as may be
required by other county ordinances.
 
     License ordinance shall mean an ordinance adopted pursuant to section 5.5-4
of this chapter, formally granting a license to construct, install, maintain, or
operate a cable television system in the county.
 
     License service area shall mean the geographical area within the
unincorporated area of the county for which a nonexclusive right has been
granted hereunder to construct, install, maintain, and operate a cable
television system.
 
     Licensee shall mean a person granted a license hereunder.
 
     Normal Business Hours shall mean those hours during which most similar
businesses in the community are open to serve customers. In all cases, normal
business hours must include some evening hours at least one night per week
and/or some weekend hours.
 
     Normal Operating Conditions shall mean those service conditions which are
within the control of the cable operator. Those conditions which are not within
the control of the cable operator include, but are not limited to, natural
disasters, civil disturbances, power outages, telephone network outages, and
severe or unusual weather conditions. Those conditions which are ordinarily
within the control of the cable operator include, but are not limited to,
special promotions, pay-per-view events, rate increases, regular peak or
seasonal demand periods, and maintenance or upgrade of the cable television
system.
 
     Person shall mean and include any individual, firm, partnership,
cooperative, nonprofit membership corporation, joint venture, association,
corporation, estate, trust, business trust, trustee in bankruptcy, receiver,
auctioneer, syndicate, assignee, club, society, or any other group or
combination acting as a unit.
 
     Public way shall mean any highway, street, road, alley, way, easement,
right-of-way, place, or other right or interest in real property, belonging to
any public body, including the county, the commonwealth, or any subdivision,
agency, department, or authority of either.
 
     Service Interruption shall mean the loss of picture or sound on one or more
cable channels.
 
     Subscriber shall mean any person who receives, or contracts with a licensee
to receive, basic subscriber service, or one (1) or more of such other services
as may be offered by the licensee's cable television system, or both.
 
                                     * * *
 
<PAGE>   22
                                      3

 
             ARTICLE IV. CONSUMER PROTECTION AND SUBSCRIBER PRIVACY
 
                                     * * *
 
Sec. 5.5-9. Maintenance; repairs.
 
     (a) The licensee shall establish maintenance service capability enabling
the prompt location and correction of system malfunctions. The licensee shall
maintain adequate records of all complaints and requests for repairs, and their
resolution, which records shall be open for public inspection.
 
     (b) Under normal operating conditions, each of the following four standards
will be met no less than ninety-five (95) percent of the time measured on a
quarterly basis:
 
        (1) Standard installations will be performed within seven (7) business
days after an order has been placed. Standard installations are those that are
located up to 125 feet from the existing distribution system.
 
        (2) Excluding conditions beyond the control of the licensee, the
licensee will begin working on service interruptions promptly and in no event
later than 24 hours after the interruption becomes known. Licensee must begin
actions to correct other service problems the next business day after
notification of the service problem.
 
        (3) For all installations, service calls, and other installation
activities, licensee shall provide its customer either a specific appointment
time or, at maximum, a four-hour time block during business hours. Licensee may
schedule service calls and other installation activities outside of normal
business hours for the express convenience of the customer.
 
        (4) A licensee may not cancel an appointment with a customer after the
close of business on the business day prior to the scheduled appointment.
 
     (c) If a representative of licensee is running late for an appointment with
a customer and will not be able to keep the appointment as scheduled, the
customer will be contacted. The appointment will be rescheduled, as necessary,
at a time which is convenient for the customer.
 
     Sec. 5.5-10. Local office hours; telephone availability; complaints; notice
of procedures.
 
     (a) The licensee shall maintain an office and bill payment location within
the license service area, or in the Cities of Manassas or Manassas Park, which
shall be open and accessible to the public during normal business hours. The
licensee shall provide a local, toll-free or collect call telephone access line
which will be available to its subscribers 24 hours a day, seven days a week for
recording of subscriber complaints, including, but not limited to, billing
errors, service disconnections, service interruptions, and equipment failure.
Complaints other than those related to a system malfunction or service
interruption addressed by section 5.5-9 shall be answered not later than the
next business day after the complaint has been received, and corrective action
shall be completed as soon as practical. Adequate records shall be made of all
subscriber complaints, describing the nature of each complaint and showing when
 
<PAGE>   23
                                      4

 
and what corrective action was completed. Such records shall be available to the
public or to representatives of the board, during normal business hours, and
shall be retained in the licensee's files for not less than three (3) years.
Annual summaries of complaints shall be filed with the office of consumer
affairs, not later than June thirtieth of each year.
 
     (b) Unresolved complaints, if any, shall be reported to the office of
consumer affairs, in writing, within thirty (30) days after the end of each
calendar year quarter. The nature and number of any unresolved complaints shall
be taken into account by the board in considering whether to renew or to revoke
a license.
 
     (c) Each licensee shall, at any time of entering into an agreement to
provide cable service of any kind, inform every subscriber of the provisions of
this article.
 
     (d) Licensees serving more than one (1) license service area need provide a
local office in only one (1) such area, or in either of the two (2) cities
above.
 
     (e) Trained representatives of licensee will be available to respond to
customer telephone inquiries during normal business hours.
 
     (f) After normal business hours, the telephone access line may be answered
by a service or an automated response system, including an answering machine.
Inquiries received after normal business hours must be responded to by a trained
representative of licensee on the next business day.
 
     (g) Under normal operating conditions, telephone answer time by a
representative of licensee, including wait time, shall not exceed thirty (30)
second when the connection is made. If the call needs to be transferred,
transfer time shall not exceed thirty (30) seconds. Under normal operating
conditions, the customer will receive a busy signal less than three (3) percent
of the time. These standards shall be met no less than ninety (90) percent of
the time under normal operating conditions, measured on a quarterly basis.
 
     (h) The licensee will not be required to acquire equipment or perform
surveys to measure compliance with the telephone answering standards of section
5.5-10(g) unless an historical record of complaints indicates a clear failure to
comply.
 
     Sec. 5.5-11. Notification to subscribers; billing; refunds; and credits.
 
     (a) The licensee shall provide written information on each of the following
areas at the time of installation of service, at least annually to all
subscribers, and at any time upon request:
 
          (1) Products and services offered;
 
          (2) Prices and options for programming services and conditions of
subscription to programming and other services;
 
<PAGE>   24
                                      5

 
          (3) Installation and service maintenance policies;
 
          (4) Instructions on how to use the cable service;
 
          (5) Channel positions of programming carried on the system; and
 
          (6) Procedures which may be used to make complaints, requests for
repairs and to contest alleged billing errors, including the address and
telephone number of the county's cable office.
 
     (b) Customers will be notified of any changes in rates, programming
services or channel positions as soon as possible through announcements on the
cable system and in writing. Notice must be given to subscribers a minimum of
thirty (30) days in advance of such changes if the change is within the control
of the licensee. Increases made without such prior notice shall be void. In
addition, the licensee shall notify subscribers thirty (30) days in advance of
any significant changes in the other information required by Section 5.5-11(a).
 
     (c) Bills will be clear, concise and understandable. Bills must be fully
itemized, with itemizations including, but not limited to, basic and premium
service charges and equipment charges. Bills will also clearly delineate all
activity during the billing period, including optional charges, rebates and
credits.
 
     (d) In case of a billing dispute, the licensee must respond to a written
complaint from a subscriber within thirty (30) days.
 
     (e) Refund checks will be issued promptly by licensee, but no later than
either:
 
          (1) The customer's next billing cycle following resolution of the
request or thirty (30) days, whichever is earlier; or
 
          (2) The return of the equipment supplied by the licensee if service is
terminated.
 
     (f) Credits for service will be issued no later than the customer's next
billing cycle following the determination that a credit is warranted.
 
                                     * * *