HomeMy WebLinkAbout2025-003 Ordinance amending the franchise granted to Wholesail Networks LLC and Ziply Fiber to construct, operate and maintain a telecommunications systemORDINANCE NO. 2025-003
AN ORDINANCE relating to the telecommunications system franchise granted to Wholesail
Networks LLC and Ziply Fiber as originally granted under City of Yakima
Ordinance No. 2015-045 and approving a transaction under which control
of Wholesail Networks LLC and Ziply Fiber will be transferred to BCE
Holding Corporation.
WHEREAS, the City of Yakima (City) granted to Wholesail Networks LLC and Ziply Fiber
(Wholesail and Ziply) a telecommunications system franchise (the Franchise) as set forth in
Ordinance No. 2015-045 and amended by Ordinance No. 2019-034 and Ordinance No. 2022-015
to use rights -of -way located in the City of Yakima for the purpose of providing telecommunications
services; and
WHEREAS, Northwest Fiber Holdco, LLC (Northwest Fiber), the parent company of Ziply,
plans to enter into an agreement to sell certain of its assets and related business operations,
including the Franchise (the Business), to BCE Holding Corporation (BCE); and
WHEREAS, in connection with the consummation of the sale of the Business to BCE,
Northwest Fiber desires to assign its rights and delegate its obligations under the Franchise to to
BCE (the Assignment); and
WHEREAS, Ziply submitted a letter to the City on or about January 6th, 2025, requesting
the City's consent to the Assignment; and
WHEREAS, the City has conducted a review of the legal, technical and financial
qualifications of BCE to hold the Franchise and own and operate the telecommunications system
authorized by the Franchise; and
WHEREAS, based on the foregoing, the City has concluded BCE has established it meets
the legal, technical and financial criteria to hold the Franchise and to operate the
telecommunications system authorized by the Franchise; now, therefore,
BE IT ORDAINED BY THE CITY OF YAKIMA:
SECTION 1. The City hereby consents to and approves the Assignment, to the extent
such consent is required by the terms and conditions of the Franchise and applicable law, and
the assumption by BCE of all obligations and Liabilities of Northwest Fiber under the Franchise,
known and unknown, subject to applicable law, effective immediately upon the effective date of
this ordinance.
SECTION 2. The City confirms that the Franchise is valid and outstanding and in full
force and effect and that there are no defaults under the Franchise. Subject to compliance with
the terms of this ordinance, all action necessary to approve the Assignment has been duly and
validly taken.
SECTION 3. Providing that BCE fully complies with any and all notification and consent
provisions as described in the Franchise, BCE may: (a) assign or transfer its rights,
responsibilities, obligations and liabilities, known or unknown, subject to applicable law, in the
Franchise to an entity directly or indirectly controlling, controlled by or under common control with
BCE; (b) restructure debt or change the ownership interests among existing equity participants in
BCE and/or its affiliates; (c) pledge or grant a security interest to any lender(s) of BCE's assets,
including, but not limited to, the Franchise, or of interest in Wholesail, for purposes of securing
any indebtedness; (d) sell equity interests in BCE or any of Wholesail's affiliates.
SECTION 4. The Franchise and this ordinance were and are made, passed and adopted
in accordance with all applicable notice and procedure requirements under all laws applicable to
the City, and with all applicable notice and procedure requirements, and do not conflict with the
laws, ordinances, resolutions and other regulations of the City, as presently in effect or as the
same were in effect at the time the particular action was taken.
SECTION 5. The Franchise, as granted by City of Yakima Ordinance No. 2015-045 and
amended by Ordinance No. 2019-034 and Ordinance No. 2022-015, shall be amended upon the
effective date of this ordinance, as set forth in this ordinance.
SECTION 6. Upon the date this ordinance becomes effective, the City releases
Northwest Fiber from all obligations and liabilities (including any guarantee or surety) under the
Franchise.
SECTION 7. Upon the date this ordinance becomes effective, this ordinance shall have
the force of a continuing agreement with BCE and shall not be amended, changed or otherwise
altered without the consent of the City and BCE.
SECTION 8. This ordinance shall be in full force and effect thirty (30) days after its
passage, approval and publication as provided by law and by the City Charter.
PASSED BY THE CITY COUNCIL, signed and approved this 18th day of February 2025.
ATTEST:
Brandy : dtora„ epu Cit ° Clerk
Publication Date: February 22, 2025.
Effective Date: March 24, 2025
ITEM TITLE:
SUBMITTED BY:
SUMMARY EXPLANATION:
BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEMENT
Item No. 7.N.
For Meeting of: February 18, 2025
Ordinance amending the franchise granted to Wholesail Networks
LLC and Ziply Fiber to construct, operate and maintain a
telecommunications system
Randy Beehler, Communications and Public Affairs Director
Wholesail Networks LLC and Ziply Fiber (Wholesail and Ziply) have requested the transfer of a
telecommunications system franchise granted to Wholesail and Ziply under City of Yakima Ordinance
No. 2015-045 as amended by City of Yakima Ordinance No. 2019-034 and City of Yakima Ordinance
No. 2022-015 (the franchise) to BCE Holding Corporation (BCE). Northwest Fiber Holdco, LLC
(Northwest Fiber), the parent company of Ziply, plans to enter into an agreement to sell certain assets to
BCE. The City has conducted a review of the legal, technical, and financial qualifications of BCE to
operate the telecommunications system authorized by the franchise and has concluded BCE is qualified
to operate the telecommunications system authorized by the franchise. Transfer of the franchise
requires the approval of the Council.
ITEM BUDGETED: N/A
STRATEGIC PRIORITY 24-25: A Resilient Yakima
RECOMMENDATION: Pass Ordinance.
ATTACHMENTS:
Ordinance