94-05 Adelphia to Time Warner - Laserfiche WebLink

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ORDINANCE NO. 94-OS BY: CoxFgan, Demror peYex, i yitz~era7,d, Madigan, SeeJ,ie. AN ORDINANCE OF THE CITY OF LAKEWOOD, OHIO CONDITIONALLY APPROVING THE REQUEST FOR AN ASSIGNMENT OF THE CABLE TELEVISION FRANCHISE FROM ADELPHIA TO TIME WARNER; AND DECLARING AN EMERGENCY. WHEREAS, Adelphia Cleveland LLC> an indirect wholly-owned subsidiary of Adelphia Communications Corporation (collectively "Adelphia") has the right to own, operate and maintain a cable system (the "Cable Franchise") in the City of Lakewood, Ohio, pursuant to a franchise agreement originally in effect between Complexicgble, Inc. in 1986, and which franchise agreement has been transferred to several entities since 1986, and most recently to Adelphia in the year 2000 (the "'Franchise Agreemenf~; and WHEREAS, Adelphia and Time Wainer NY Cable LLC ("TWNY") entered into an Asset Purchase Agreement dated as of April 2Q 2005 for an assignment of the Cable Franchise (the "Transfer") from Adelphia to TWNY, an indirect subsidiary of Time Wazner Cable Inc. (together with TWNY, "Time Warner"), which will hold the Cable Franchise and operate the cable system in the City; and WHEREAS, on or about June 15, 2005, Adelphia and Time Warner submitted an FCC Form 394 dated June 1Q 2005 to the City, describing the Asset Purchase Agreement and Transfer and requesting the City's consent to the proposed Transfer and the parties have consented to a date of October 17, 2005 for the City to act upon the Transfer request; and WHEREAS, after reviewing the FCC Form 394 and other information submitted by Adelphia and Time Wamer, the City determined that the FCC Form 394 was inc,~mplete and requested additional information from Time Warner in order to perform its due diligence review of the leggl, technical and financial ability of Time Warner to perform the obligations of the Cable Franchise and consider the effect of the proposed Transfer on the health, safety and welfare of the citizens of Lakewood, and additional information was supplied by Time Warner; and WHEREAS, the City has determined to approve the Transfer, provided that certain conditions as set forth in this ordinance are met; and WHEREAS, this Council by a vote of at least five (5) members elected thereto determines that this ordinance is an emergency measure, and that this ordinance shall take effect at the earliest date possible as set forth in ARTICLE III, SECTONS 10 and 13 of the SECOND AMENDED CHARTER OF THE CITY OF LAKEWOOD, and that it is necessary for the immediate preservation of the public property, health and safety; and to provide for the usual daily operation of municipal departments in that the transfer is scheduled for October 17, 2005. Now Therefore, BE IT ORDAINED by the Council of the City of Lakewood, State of Ohio: Section I: That the City of Lakewood hereby consents to and approves the request to ~'ransfer the Cable Franchise from Adelphia to TWNY, an indrect subsidiary of Time Warner Cable Inc., provided the following conditions aze met: A. Prior to completion of the Transfer, Time Warner shall provide the City with a Good Standing Certificate to do Business in the State of Ohio for TWNY. B. TWNY shall assume the obligations and requirements under the Franchise Agreement from and after the date of the Transfer. C. Within thirty (30) days of the Transfer, TWNY shall certify to the City in writing that the Transfer has been completed, and that there has been no material change in the information disclosed to the City pursuant to the 45]A941