HomeMy WebLinkAboutO-2049 - Approves change in franchisee (Special)I-/l~
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CITY OF MARYSVILLE
Marysville,Washington
ORDINANCE NO.d.-O'll(
AN ORDINANCE OF THE CITY OF MARYSVILLE APPROVING
THE CHANGE OF CONTROL OF FRANCHISEE.
WHEREAS,Tele-Vue systems,Inc.d/b/a Viacom Cable
("Franchisee")is the duly-authorized holder of a franchise (as
amended to date,the "Franchise")authorizing the operation and
maintenance of a cable television system (the "System")and
authorizing Franchisee to serve the City of Marysville (the
"Franchise Authority")with cable television services;and
WHEREAS,Viacom International Inc.,a Delaware corporation
("Viacom"),a wholly-owned subsidiary of Viacom Inc.("VI"),is
an indirect parent of Franchisee;and
WHEREAS,VI,Viacom,Tele-Communications,Inc.,a Delaware
corporation ("TCI"),and TCI Communications,Inc.,a Delaware
corporation and wholly owned subsidiary of TCI ("TCIC"),are
parties to some or all of the following:a Parents Agreement,an
Implementation Agreement,and a Subscription Agreement (the
"Agreements");and
WHEREAS,upon the consummation of the transactions
contemplated by the Agreements (the "Transactions"),TCIC will
acquire all of the outstanding common stock of Viacom and become
the indirect parent of Franchisee;and
WHEREAS,upon the consummation of the Transactions,the
Franchisee will continue to directly own and operate the System;
and
WHEREAS,Franchisee and TCIC have requested consent by the
Franchise Authority to the Transactions;NOW,THEREFORE,
THE CITY COUNCIL OF THE CITY OF MARYSVILLE,WASHINGTON DO
ORDAIN AS FOLLOWS:
Section 1.The Franchise Authority hereby consents to and
approves the Transactions,all in accordance with the
requirements of the Franchise.
Section 2.Any interest in Franchisee,or control related
thereto,may be transferred to any entity controlled by,
controlling or under common control with the current holder of
such interest subject to compliance with all provisions of the
franchise ordinance and MMC 5~68.220 as it now reads or is
hereinafter amended.
ORDINANCE -1
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Section 3.Subject to compliance with the franchise
ordinance and MMC Chapter 5.68,the Franchise Authority hereby
consents to and approves the assignment,mortgage,pledge or
other encumbrance,if any,of the Franchise,System or assets
relating thereto,or of the interests in Franchisee,as
collateral for a loan.
Section 4.The Franchise Authority confirms that,as of the
date of this Ordinance,(a)the Franchise was properly granted to
Franchisee,is valid,remains in full force and effect,and
expires on September 30,2001,subject to options,if any,to
extend such term;and (b)the Franchise supersedes all other
agreements between Franchisee and the Franchise Authority and
represents the entire understanding of the parties.
Section 5.This Ordinance shall not be construed a waiver
of,or an amendment of,any provision of MMC Chapter 5.68 or the
franchise ordinance,and in the event any provision of this
Ordinance shall conflict with MMC Chapter 5.68 or the franchise
ordinance,the provisions of MMC Chapter 5.68 or the franchise
ordinance shall control.
Section 6.This Ordinance shall be deemed effective as of
the closing date of the Transactions.
~PASSED by the City Council and APPROVED by the Mayor this
I~-"day of November,1995.
CITY
MAYOR
ATT
CITY CLERK
Approved as to form:
By~I(,fA)~
~CITY ATTORNEY
ORDINANCE - 2
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