HomeMy WebLinkAbout86-48RESOLUTION NO. 86-48
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RESOLUTION OF THE CITY COUNCIL OF THE CITY OF UKIAH
CONSENTING TO THE TRANSFER AND ASSIGNMENT OF
GROUP W CABLE'S CABLE TELEVISION SYSTEM AND FRANCHISE
WHEREAS, Group W. Cable, Inc., a New York corporation ("Group W Cable"),
through its wholly-owned subsidiary GWC 99, Inc. ("GWC Subsidiary"), operates
and maintains a cable television system within the City of Ukiah, California,
pursuant to that certain franchise (the "Franchise") granted by the City and
evidenced by the document listed on Exhibit hereto (such cable television
system and the Franchise being hereinafter collectively referred to as the
"System"); and
WHEREAS, Group W Cable's parent corporation, Westinghouse Broadcasting
and Cable, Inc., an Indiana corporation, is selling and otherwise transferring
all of the issued and outstanding shares of the capital stock of Group W Cable
to American Television and Communications Corporation, a Delaware corporation
("ATC"); Century Southwest Cable Television, Inc., a Delaware Corporation; TCI
Holdings, Inc., a Colorado corporation; and certain affiliates of, or
subsidiaries or partnerships owned or controlled by, ATC, Comcast Corporation,
a Pennsylvania corporation, Daniels & Associates, Inc., a Delaware
corporation, and Houston Industries Incorporated, a Texas corporation (all of
the foregoing entities being hereinafter collectively referred to as the "New
Owners"), and thereby transfer control of Group W Cable to the New Owners; and
WHEREAS, the New Owners presently intend to cause Group W Cable to
transfer control of GWC Subsidiary and/or transfer and assign the System to
Century Southwest Cable Television, Inc. (the "Transferee"), a Delaware
corporation, as soon as practicable after the closing date of the foregoing
stock sale (the "Closing Date"); and
WHEREAS, the City is willing to consent to the transfer of control of GWC
Subsidiary and/or the transfer and assignment of the System to the Transferee
after the Closing Date:
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NOW, THEREFORE, in consideration of the premises, the City hereby con-
firms that GWC Subsidiary is the current holder of the Franchise, and the City
hereby consents to the transfer of control of GWC Subsidiary and/or the
transfer and assignment of the System to the Transferee after the Closing
Date, provided that this consent shall be subject to the condition that the
holder of the Franchise shall (promptly after the date of such transfer and/or
assignment) execute and deliver to the City its acceptance of, and its
agreement and undertaking to perform all of the duties and obligations under,
the Franchise; and within thirty (30) days provide the letter of credit and
certificates of insurance required by the franchise and the City hereby
authorizes the Mayor to execute and deliver to Group W Cable a consent.
PASSED AND ADOPTED this 21st day of May, 1986 by the following roll call
vote:
AYES: Councilmember Henderson, Kier, Hickey, and Mayor Myers
NOES: None
ABSENT: Councilmember Kelley
MAYOR
ATTEST~