HomeMy WebLinkAbout06-01 • •
RESOLUTION NO. 6-01
A RESOLUTION OF THE TOWN OF LOS ALTOS HILLS CONSENTING TO
THE SALE AND TRANSFER OF A NON-EXCLUSIVE CABLE TELEVISON
FRANCHISE FROM PACIFIC SUN CABLE PARTNERS, L.P., TO TCI OF
PENNSYLVANIA, INC. AND AUTHORIZING EXECUTION OF AN
ASSUMPTION AGREEMENT
WHEREAS, On June 21, 1988,the Town adopted Franchise Procedural Ordinance
No. 323 wherein the Town was authorized to grant one or more non-exclusive franchises
to operate a Cable Televison System within the Town subject to certain provisions, terms
and conditions; and
WHEREAS, on June 21, 1988, by adoption of Ordinance No. 324,the Town granted
to Sun Country Cable, Inc., a California Corporation ("Sun Country"), a non-exclusive
franchise for a period of fifteen years from the date of acceptance of the franchise on terms
and conditions set forth therein, to install, construct, reconstruct, operate, and maintain a
cable communications system ("System") within the Town; and
WHEREAS, on June 21, 1988, Sun Country and the Town entered into and
executed an Agreement entitled "AN AGREEMENT GRANTING A NON-EXCLUSIVE
FRANCHISE TO SUN COUNTRY CABLE, INC. TO OPERATE A CABLE TELEVISON
SYSTEM IN THE CITY OF LOS ALTOS HILLS AND SETTING FORTH CONDITIONS
ACCOMPANYING THE GRANTING OF THE FRANCHISE," ("Franchise"); and
WHEREAS, On January 9, 1989, by adoption of Resolution 5-89, the Town
consented to the sale and transfer of the Franchise described above to Pacific Sun Cable
Partners, L.P., ("Pacific Sun/Franchisee"); and
WHEREAS, on June 3, 1999, by adoption of Resolution 31-99,the Town consented
to the sale and transfer of the Franchise from Pacific Sun/Franchisee to SunTel
Communications, LLC,a Delaware Limited Liability Corporation("SunTel")and in so doing,
the Town, Pacific Sun/Franchisee and SunTel entered into a certain Franchise Assumption
Agreement, dated July 1, 1999; and
WHEREAS, Pacific Sun/Franchisee has represented to the Town that the transfer
of the Franchise from Pacific Sun/Franchisee to SunTel was never consummated and that
Pacific Sun/Franchisee still holds'the Franchise; and
WHEREAS, Pacific Sun/Franchisee now desires to sell and transfer the Franchise
to TCI of Pennsylvania, Inc., a Pennsylvania Corporation ("TCI"); and
WHEREAS, Franchise Procedural Ordinance No. 323 section 4.6(a) requires that
prior consent of the City Council ("Council") must be obtained in connection with the sale,
transfer, or disposition of any Cable Television Franchise; and
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WHEREAS, Pacific Sun/Franchisee and TCI have requested consent by the Town
to the assignment and transfer of all of the assets of the System, including all rights, title,
interests, and obligations of Pacific Sun/Franchisee under the Franchise, to TCI (the
"Transfer") in accordance with the requirements of the Franchise; and
WHEREAS, the Transfer is deemed to be in the best interests of the residents of
the Town; and
WHEREAS, the Council has read and considered that certain Assumption
Agreement between the Town, Pacific Sun/Franchisee and TCI.
NOW, THEREFORE, the City Council of the Town does RESOLVE as follows:
1. The Town hereby consents to and approves the transfer of the System and
the Franchise from Pacific Sun/Franchisee to TCI, all in accordance with the terms of the
Franchise.
2. Said transfer is conditioned upon the execution of the Assumption
Agreement, attached hereto as Exhibit A.
3. Nothing contained herein shall be construed to relieve Pacific Sun/Transferee
of their obligations to comply with the Franchise and the Town shall have the right to
reimbursement for any issues of non-compliance arising before the effective date of the
Transfer which may be discovered after this Assumption Agreement is executed.
4. The Town of Los Altos Hills hereby approves the Assumption Agreement and
the Mayor is hereby authorized on behalf of the Town to execute the Assumption
Agreement between the Town, Pacific Sun/Franchisee and TCI.
5. This Resolution shall become effective upon the closing of the Transfer
provided the closing of the Transfer occurs within sixty (60) days from the date this
Resolution was adopted.
PASSED AND ADOPTED this 15th day of Feb - , 2001.
/
/Mayor
ATTEST:
"
City Clerk
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