HomeMy WebLinkAbout31-99 • •
RESOLUTION NO. 31-99
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 SUNTEL
COMMUNICATIONS, LLC AND AUTHORIZING EXECUTION OF AN
ASSUMPTION AGREEMENT
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 of Los Altos Hills ("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., a Washington Limited Partnership ("Franchisee"); and
WHEREAS, Franchisee now desires to sell and transfer the Franchise to SunTel
Communications, LLC., a Delaware limited liability corporation, ("SunTel"); 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
WHEREAS, Franchisee and SunTel have requested consent by the Town to the
assignment and transfer of all of the assets of the System, including all right, title, interest,
and obligations of the Franchisee under the Franchise, to SunTel (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, Franchisee, SunTel and the Town each desire to enter into an
Assumption Agreement wherein Town shall consent to the sale and transfer of
Franchisee's and SunTel's covenants and agrees to assume and to be responsible for
- performance of the terms, conditions and obligations of Franchisee under the Franchise;
and
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• •
WHEREAS, the Council has read and considered that certain Assumption
Agreement between the Town, Franchisee and SunTel.
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 Franchisee to SunTel, all in accordance with the terms of the
Franchise.
2. Said transfer is conditioned upon theexecution of the Assumption
Agreement, set forth in Exhibit A. The Assumption Agreement must be executed by the
Town, Franchisee and SunTel within ten (10) days of the date of this Resolution, or this
Resolution will be null and void.
3. Nothing contained herein shall be construed to relieve Pacific Sun of their
obligations , to comply with the Franchise and the Town shall have the right to
reimbursement for any issues of non-compliance discovered after the 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, Franchisee and SunTel.
5. This Resolution shall become effective upon the closing of the Transaction
provided.the closing of the Transaction occurs within sixty (60) days from the date this
Resolution was adopted.
PASSED AND ADOPTED this 3rd day of June , 1999.
Bydr ,
:
Mayor
ATTEST:
.
City Clerk
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