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CC - 1998-54 - Granting Application to Paul G. Allen and Charter Communications Entertainment II, LLp - Non- Exclusive Cable Television FranchiseRESOLUTION NO. 98-54 A RESOLUTION OF THE CITY COUNCIL OF THE THE CITY OF ROSEMEAD GRANTING THE APPLICATION OF PAUL G. ALLEN AND CHARTER COMMUNICATIONS ENTERTAINMENT H, LLP AND RELATED COMPANIES TO ASSIGN AND TRANSFER CONTROL OF THE NON-EXCLUSIVE CABLE TELEVISION FRANCHISE IN THE CITY OF ROSEMEAD TO PAUL G. ALLEN WHEREAS, the City of Rosemead ("CITY") granted to the predecessors of Charter Communications Entertainment II, L.P., a franchise as set forth in the franchise agreement dated June 27, 1985, to own and operate a cable television system in the City of Rosemead; and WHEREAS, on July 20, 1998, Charter entered into a Purchase Agreement (the "Agreement") with Paul G. Allen ("Buyer"); and WHEREAS, the Agreement provides for the sale of stock, transfer of control and the restructuring of Charter; and WHEREAS, Charter and Buyer ("Applicants") filed an FCC Form 394 Application for Franchise Authority Consent to Assignment or Transfer of Control of Cable Television Franchise with CITY on or about August 18, 1998; and WHEREAS, CITY has duly conducted a thorough review and investigation into the legal, technical and financial qualifications of the Buyer to own and operate the cable television system in light of the above-references FCC Form 394; and WHEREAS, all written comments and staff reports have been received and made a part of the record; and WHEREAS, following review and investigation, the CITY has concluded that the Applicants have established that, with the assurances provided by Applicants, the Buyer meets the legal, technical and financial criteria to operate the cable television system and the Applicants have satisfied all criteria set forth in and/or under all applicable or required City of Rosemead and federal documents, laws, rules and regulations, including FCC Form 394, for this transfer. NOW, THEREFORE, BE IT RESOLVED, that in consideration of the foregoing and the premises set forth herein, the CITY agrees to the following: • SECTION 1. 1. CITY consents to the restructuring of Charter and the transfer of control/assignment of franchise of the cable television system serving CITY to the Buyer (or a specifically identified and approved designee entity of Buyer). 2. CITY further consents to the change of name or corporate designation attendant with the restructuring of Charter, if any, as set forth within FCC Form 394; 3. CITY confirms and (a) the Franchise is valid and outstanding and in full force and effect; (b) there have been no amendments of modifications to the Franchise, except as set forth herein; ® Charter is materially in compliance with the provisions of the Franchise; and (d) there are no defaults under the Franchise, or events which, with Giving of notice or passage of time or both, could constitute events of default thereunder. SECTION 2. This resolution shall take effect immediately. SECTION 3. The City Clerk shall certify to the adoption of this Resolution. PASSED, APPROVED and ADOPTED by the Rosemead City Council on this 15'" day of December, 1998. MAYOR CITY OF ROSEMEAD ATTEST:' Nancy Valderrama, City Clerk City of Rosemead STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) ss. CITY OF ROSEMEAD I, Nancy Valderrama, City Clerk of the City of Rosemead, do hereby certify that the foregoing Resolution No. 99-54 being: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROSEMEAD GRANTING THE APPLICATION OF PAUL G. ALLEN AND CHARTER COMMUNICATIONS ENTERTAINMENT H, LLP AND RELATED COMPANIES TO ASSIGN AND TRANSFER CONTROL OF THE NON- EXCLUSIVE CABLE TELEVISION FRANCHISE IN THE CITY OF ROSEMEAD TO PAUL G. ALLEN was duly adopted at a Regular Meeting of the Rosemead City Council on the 14th day of December, 1998, by the following vote to wit: AYES: CLARK, BRUESCH, IMPERIAL, VASQUEZ, TAYLOR NOES: NONE ABSTAIN: NONE ABSENT: NONE C7 NANCY ALDERRAMA AGENDA:CERTIFY • •