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HomeMy WebLinkAbout1999-031 Cable Communications Franchise rJ : Y , ORDINANCE NO. 99- 3 1 AN ORDINANCE relating to the cable communications franchise granted to Falcon Video Communications, L.P. as granted under City of Yakima Cable Television Franchise Ordinance No. 93- 115, as amended by City of Yakima Ordinances No. 98 -30 and No. 99 -09; and approving transfer of ownership of the ultimate parent company of Falcon Video Communications, L.P. from Falcon Holding Group, L.P. and TCI Falcon Holdings, LLC, to Charter Communications Holding Company, LLC. WHEREAS, Falcon Video Communications, L.P. ( "Falcon ") is duly authorized to operate and maintain a cable communications system (the "System ") in the City of Yakima, Washington, pursuant to the terms and conditions of a cable communications franchise as granted by the City of Yakima (the "City ") under City of Yakima Cable Television Franchise Ordinance No. 93- 115, as amended by City of Yakima Ordinances No. 98 -30 and No. 99 -09 (hereafter referred to as the. "Franchise "); and WHEREAS, Falcon Holding Group, L.P. ( "FHGLP ") maintains a majority ownership interest (approximately 54 %) in the ultimate parent company of Falcon, Falcon Communications, L.P. ( "FCLP "), and TCI Falcon Holdings, LLC ( "TCI ") maintains a minority ownership interest (approximately 46 %) in FCLP; and WHEREAS, FCLP and certain other affiliates of Falcon, TCI and Charter Communications, Inc. ( "CCI ") have entered into a Purchase and Contribution Agreement (the "Agreement ") dated May 26, 1999, pursuant to which CCI's affiliate, Charter Communications Holding Company, LLC ( "Charter "), will acquire control of FCLP (the "Transaction "); and WHEREAS, pursuant to the Transaction, Falcon and TCI have agreed to transfer their ownership interests in FCLP (the "Transfer "), to Charter; and WHEREAS, a completed Federal Communications Commission Form 394 has been filed with the City; and WHEREAS, the City has conducted a review of the Transaction and the Transfer; and WHEREAS, FCLP, TCI and Charter have requested consent by the City to the Transaction and the Transfer, to the extent that such consent is required under the Franchise, in accordance with the terms, conditions and requirements of the Franchise; now, therefore, BE IT ORDAINED BY THE CITY OF YAKIMA: SECTION 1. The City hereby consents to and approves the Transfer, to the extent such consent is required by the terms and conditions of the Franchise and applicable law, and the assumption by Charter of all obligations and liabilities of FCLP, Falcon and TCI under City of Yakima Cable Television Franchise Ordinance No. 93 -115, as amended by City of Yakima Ordinances No. 98 -30 No. 99 -09, known and unknown, subject to applicable law, conditioned as follows: A. System Upgrade. Falcon shall upgrade the System in accordance with Section 4.3 of City of Yakima Cable Television Franchise Ordinance No. 93 -115, as amended by City of Yakima Ordinance No. 98 -30. B. Failure to Comply. In the event Falcon fails to comply, as determined by the City, with any of the terms and conditions of the upgrade as described in Section 4.3 of City of Yakima Cable Television Franchise Ordinance No. 93 -115, as amended by City of Yakima Ordinance No. 98 -30, then, unless such failure is caused by a force majeure, Falcon shall be in breach of the Franchise. In the event of such breach, the City shall have the right to impose all -2- penalties provided for in City of Yakima Cable Television Franchise Ordinance No. 93 -115, as amended by City Yakima Ordinance No. 98 -30. SECTION 2. The City shall have the right to impose all other penalties as provided for in the Franchise for any other violation of the Franchise by Falcon, as determined by the City, throughout the term of the Franchise. SECTION 3. The City consents to the Transaction, effective immediately upon the closing of the transactions contemplated by the Agreement. SECTION 4. Providing that Charter fully complies with any and all notification and consent provisions as described in Section 2.7 and Section 2.8 of City of Yakima Cable Television Franchise Ordinance No. 93 -115, Charter may: (a) assign or transfer its rights, responsibilities, obligations and Liabilities, known or unknown, subject to applicable law, in the Franchise to a parent, subsidiary or affiliate of Charter or to another entity under the direct or indirect control of Paul Allen; (b) restructure debt or change the ownership interests among existing equity participants in Charter and/ or its affiliates; (c) pledge or grant a security interest to any lender(s) of Charter's assets, including but not limited to the Franchise, or of interests in Charter, for purposes of securing an indebtedness; (d) sell capital stock of Charter, or any of Charter's affiliate companies in a transaction commonly known as an "initial public offering." SECTION 5. The cable communications franchise, as granted by City of Yakima Cable Television Franchise Ordinance No. 93 -115, as amended by City of Yakima Ordinances No. 98 -30 and No. 99 -09, shall be amended upon the effective date of this ordinance, as set forth in this ordinance. Any terms of City of Yakima Cable Television Franchise Ordinance No. 93 -115, as amended by City of Yakima Ordinances No. 98 -30 and No. 99 -09, not expressly amended by this ordinance shall remain in full force and effect. • -3- SECTION 6. Upon the date this ordinance becomes effective, this ordinance shall have the force of a continuing agreement with Charter and shall not be amended, changed or otherwise altered without the consent of the City and Charter. SECTION 7. 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. P. PASSED BY THE CITY COUNCIL, signed and approved this day of 4u ( ,1999. r / �o hn Pucc Mayor ATTEST: , City Clerk Publication Date: E- ce y Effective Date: 5 T ? -4- The terms and conditions of this Ordinance are accepted this 11- day of A ct' 1999, by FALCON COMMUNICATIONS, L.P., a By( Its: t PYe S eke . P-Nt Mika CIIINQommunleagarm. • Dotson Nn41/1MpW y compan % STATE OF ). ss. COUNTY OF ) See &1... - M(-410b61Cd9 mevk On this day of , 1999, before me personally appeared , to me known to be the of FALCON COMMUNICATIONS, L.P., which executed the within and foregoing instrument; and acknowledged said instrument to be the free and voluntary act and deed of said , for the uses and purposes therein mentioned, and on oath stated that he/ she was authorized to execute said instrument. IN WITNESS 'WHEREOF I have hereunto set my• hand the day and year first above written. Printed Name: NOTARY PUBLIC in and for the State of , residing at My commission expires: • • CALIFORNIA ALL - PURPOSE ACKNOWLEDGMENT v. ff,S t . S,y ..s.. c ::.4 - e.x.a,',axiva l g at o tKiit aS::.caxislosIK .cH xivato.:t< S SG.•'axii. v1' to �!s N,_ eaxr w State of California � � ss. >> County of 4 3 , e (L S A ` j g A On v.w /z / f I ' be re me, ., v ,b i • c c.-/ G, S Date ame and Title of of O „ Jane Doe, Notary Public ") y� personally appeared 4 Name(s) of Signer(s) jS 4 personally known to me i ❑ proved to me on the basis of satisfactory j e evidence % , g 1 DAVID SELIG to be the person( whose name is /afe ' Commission # 1163345 ` 'o) Z subscribed to the within instrument and r• w 4 z 7'=� Notary Public California acknowledged to me that he/ executed .,.•' Los Angeles County g $ My Comm. ExpiresNov27,2001 the same in • his /" r' ii— authorized y � capacity- and that by his /hFt+�eir 4 signature(on the instrument the person((, or the entity upon behalf of which the person(s < R acted, executed the instrument. WITNES 'and . •: •'1 '.1 sea% : >> ..- 4 Place Notary Seal Above Si.011 of N.. ry - i . is . ,. OPTIONAL j qC• '. Though the information below is not required by law, it may prove valuable to persons relying on the document h 4 and could prevent fraudulent removal and reattachment of this form to another document. �) C Description of Attached Document �, �1Q g Title or Type of Docu • ent: fX 6 i/ , CC / j 4 'e /! / l J / C. p Document Date: ' Number of Pages: Signer(s) Other Than Named Above: 0 J� % Capacity(ies) Clair>�e by Signer g t.oxi A Signer's Name: 4 zt RIGHT THUMBPRINT ,, k OF SIGNER )J ❑ Individual q ' Top of thumb here g ❑ Corporate Officer — Title(s): 5 Ad; Partner — ❑ Limited ❑ General El Attorney in Fact • � A ❑ Trustee y. El Guardian or Conservator 5 p ❑ Other: • �� Q2 (,evt.&vvl Signer Is Representing LOW L.-L(- jj >j .wx.24 -- .�4c✓4 .4 > .nw.4w -A 4cfaw xy, Kg.w.4': 4 g4K Aexc, ✓4g4;g4g4g4�: : ✓: ✓:' ✓. J'tii� :�:x y4`✓4Kg' r;.24;g: t © 1997 National Notary Association • 9350 De Soto Ave., P.O. Box 2402 • Chatsworth, CA 91313 -2402 Prod. No. 5907 Reorder: Call Toll -Free 1- 800 -876 -6827 • • The terms and conditions of this Ordinance are accepted this 164- day of SAP to m 15e.1- , 1999, by CHARTER COMMUNICATIONS HOLDING COMPANY, LLC, a 11)._ /G Li) cr-e I i wi fed I f lei I i4 't parr L/ , By: it( /Oki-C 4 44 M 11- 7 — Its: v►'ce ,P��1�c� Psi-1 STATE OF 01 O ) ss. • COUNTY OF i:c tuS ) On this O / st day of -Sep fe oil 0e r , 1999, before me personally appeared I'Yl . (_ e l e g to Iff S S o'►e Ve er , to me known to be the v ° ee fi res c Q 1 f of CHARTER COMMUNICATIONS HOLDING COMPANY, LLC, which executed the within and foregoing instrument, and acknow }edged said instrument to be the free and voluntary act and deed of said m_ Ce. (e s +€ V s v r the uses and purposes therein mentioned, and on oath stated that he /she was authorized to execute said instrument. IN WITNESS WHEREOF I have hereunto set my hand the day and year first above written. Printed Name: 0 1 a 41. /-/ u fi/e a NOTARY PUBLIC in and for the State of , residing at My commission expires: • 10 - - a DIANA M. Notary Public — Notary Seal State of Missouri City of St. Louis My Commission Expires Ort ^ ry • BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON ill AGENDA STATEMENT Item No. c ? 3 ," For Meeting Of August 3, 1999 ITEM TITLE: Consideration of an ordinance relating to the -cable communications franchise granted to Falcon Video Communications, L.P. under City of Yakima Cable Television Franchise Ordinance No. 93 -115, as amended by City of Yakima Ordinances No. 98 -30 and No. 99 -09, and approving transfer of ownership of the ultimate parent company of Falcon Video Communications, L.P. from Falcon Holding Group, L.P. and TCI Falcon Holdings, LLC to Charter Communications Holding Company, LLC. SUBMITTED BY: iam Cook, Director, Community and Economic Development Department CONTACT PERSON/TELEPHONE: Randy Beehler, Cable Communications Manager, 575 -6092 SUMMARY EXPLANATION: Falcon Video Communications, L.P. ( "Falcon ") is currently the grantee of a cable television franchise in the City. Falcon's ultimate parent company is Falcon Communications, L.P. ( "FCLP "). Several entities currently have ownership interests in FCLP. Under the proposed transfer (as detailed in the attached • ordinance), Charter Communications Holding Company, LLC ( "Charter ") would assume all ownership interest in FCLP. The City's Cable Television Franchise Ordinance (the "Franchise ") requires the consent of the City for such transfers to occur. Should the City consent to the proposed transfer, Falcon would remain as the grantee of a cable television franchise in the City with Charter as its new ultimate parent company. A review by the City's cable communications manager concluded Falcon is currently in compliance with the Franchise and that Charter has the financial and technical qualifications to operate a cable system. The attached ordinance approves the transfer of ownership of FCLP to Charter and sets terms and conditions for compliance by Falcon and Charter with the Franchise following the transfer. Resolution X Ordinance Contract Other (Specify) APPROVAL FOR SUBMITTAL: ��`1 City Manager STAFF RECOMMENDATION: Adopt attached ordinance. • BOARD /COMMISSION RECOMMENDATION: Both the Cable Advisory Committee and the Council Cable Committee recommend adoption of the attached ordinance. COUNCIL ACTION: