HomeMy WebLinkAbout2000 - 001 - ResolutionResolution fro.:-t
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4 Resolution Providing For'Che Change in Control
Of a Cable Television Franchisee
'~'EIEREAS, the Citj :,f 2ivers~de i"Franchising Authority-"1 ha> granted a franchise
("Franchise") to Kansas Cit;: Cable Parstets, a Co!erado general partnership doing business as American
Caolevision ("Franchisee"`, to provide ,;able television service;
WHEREAS, ch: Franchising .authority has been informed that Time Warner Inc. ("TW1') and
.Amtrica Oni:IIe, inc. ("AOL") hate ertcred into an Agreement and Plan ofvierger (the "Meager
.-agreement"1 dated as of ]anu~-y ] 0, 000;
WHEREAS, the rran.hising.-luthcrity has peen info:-cted ~hat'he ~lerger.4gretment will resuh
in a stock-tar-stock merger (the 'Transaction"j in which 1`WI will merge with a subsidiary ('NewTWI")
of a newly :ormed holding company, AOL Time ~~'arner inc. ("AOLTW'I"1 and AOL will merge with a
subsidiary ("NewAOL") ofAOLTWI ;and
'.~'I~REAS, the Franchising Authority has beet informed that ss a result of the Transaction both
;/ewTW7 and NewAOL will become wholly otivned subsidiaries of AOL i WI; and
tiVHEREAS. the Franchisee has requested rite Franchising 9uthority to consider a resolution
ree3rdin_ the change of conQOl of the Franchisee resulting from the Transaction.
tiOLi' THEREFORE, i3E IT R.SOLVED BY FRANC:-IISI1tiG AUrFiORITY:
1. Subject to the terms and conditions of the Franchisz and Franchise Ag; cement and
compliance with this Reseiution, the Franchising Audrerity authorizes and consents to the change in
control cfthe Franchisee rest:}ting from the Transaction as explained above; provided, however this
authori:eation and constn: shall in no way be deemed or construed as a consent or authorization of any
additional, different or futum changes in control er other transfer.
'. The Franct:isee shall conunue rp be responsible for all obligations as set forth in the
Franchise and Franchise Agreement.
3. This zuthotizacian acid consent shalt Oniv be effective upon the Franchisee. NewTWI and
AGLT«T executing n document accepting the terms and conditions of the Franchise and Franchise
4greement and is further conditioned upon compliance with the following requirement: within 60 days
after the completion of the Transaction, the Franchisee shalt submit to the Franchise Administrator a copy
of the deed, avereament, mor.¢age. lea_ce or other written instrument evidencing the sale, transfer of
owneship. control er lease, cetvfied and sworn to as correct 1}y a Franchisee, NewTWI and AOLTWI.
i
PASSED, ADOPTED wuD APPROVED this / day of /zC/ 2000.
Ed
T ~.TION A.'v~D ICATIO'~
L tse Rusick, City Clerk