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HomeMy WebLinkAbout6088 RESOLUTION NO. 6088 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA, APPROVING THE CHANGE OF CONTROL OF TCI CABLEVISION OF SIERRA MADRE/ARCADIA INC., FROM TELE-COMMUNICATIONS, INC. (MTRANSFEROR") TO AT&T CORP. (MTRANSFEREE") WHEREAS, the City is authorized to grant, renew and deny Franchises for the installation, operation and maintenance of cable television systems and other communications services within the City's boundaries by virtue of federal and state statutes, the City Charter, by the City's police powers, by its authority over its public rights of way and by other City powers and authority; and WHEREAS, on May 5, 1998, the City Council of the City of Arcadia (MCity") approved the renewal of a cable television franchise (the "Franchise") with TCI Cablevision of Sierra Madre/Arcadia, Inc. ("Franchisee") pursuant to Ordinance No. 2084, effective June 19, 1998, (the "Franchise Renewal Resolution") for a term of seven (7) years plus a conditional three (3) year extension within the City (the "System"); and WHEREAS, the Transferor and Transferee have filed a written application with the City, (the" Application") wherein it has requested the consent of the City to the change of control of the Franchisee to the Transferee (the "Change of Contron; and WHEREAS, an Agreement has been executed by the Transferee confirming various commitments and conditions; and 1 6088 WHEREAS, upon completion and closing of the Change of Control, including approvals and reviews by respective shareholders, and governmental entities (Federal Communications Commission and the Department of Justice) as defined herein, control of the Franchisee will be ultimately controlled by Transferee; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ARCADIA, CALIFORNIA DOES FIND, DETERMINE, AND RESOLVE AS FOLLOWS: SECTION 1. The City of Arcadia hereby consents to the Agreement relating to the Change of Control of TCI Cablevision of Sierra Madre/Arcadia, Inc. from TCI to AT&T. SECTION 2. This action is predicated on full by Transferee with the above referenced Agreement. SECTION 3. The City's approval of any Change of Control in turn is subject to the condition that the shareholders and any other outside reviewers (e.g. FCC and DOJ) ultimately approve a merger not materially different from the one presented to the City of Arcadia in the Change of Control request dated August 14, 1998 and received September 16, 1998. If this condition is not met for any reason, any prior approval by the City and this Agreement would automatically be null and void and the Change in Control is deemed denied as of the date of this Resolution. SECTION 4. If TCI and AT&T do not execute and deliver the Change of Control Agreement to the City within fifteen (15) days of approval of this transfer, the transfer shall be deemed denied without prejudice as of February 2, 1999. 2 6088 SECTION 5. This Resolution shall be in full force and effect from and after its passage, as provided by law. SECTION 6. That the City Clerk shall Certify to the adoption of this Resolution. Passed, approved and adopted this 2nd day of February, 1999. ~4. ,~hU(b Ma r ATTEST: ~~4 (. ty Clerk cy~~ lilROVEO f~. City ~ey STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES} CITY OF ARCADIA ) I, JUNE D. ALFORD, City Clerk of the City of Arcadia, hereby certify that the foregoing Resolution No. 6088 was passed and adopted by the City Council of the City of Arcadia, signed by the Mayor and attested to by the City Clerk at a regular meeting of said Council held on the 2nd day of February , 1999 and that said Resolution was adopted by the following vote to wit: AYES: Councilmember Chandler, Harbicht, Marshall, Roncelli and Kovacic NOES: None ABSENT: None 3 6088