HomeMy WebLinkAbout18859 - RESOLUTIONS - 7/3/1996 RESOLUTION NO. 18859
RESOLUTION OF THE CITY COUNCIL OF THE CITY
OF PALM SPRINGS APPROVING THE MERGER
BETWEEN CONTINENTAL CABLEVISION, INC. AND
US WEST, INC.
WHEREAS, Colony Communications Inc. dba Continental Cabl.evision ("Franchise") , '
is the duly authorized holder of a franchise (as amended to date, the
("Franchise") authorizing the operation and maintenance of a cable television
system and authorizing Franchisee to serve the City of Palm Springs ("Franchise
Authority") ; and
WHEREAS Franchisee is a subsidiary of Continental Cablevision, Inc.
("Continental") ; and
WHEREAS Continental and US West, Inc. ("US West") have entered into an Agreement
and Plan of Merger dated as of February 27, 1996 (the "Agreement") , subject to,
among other considerations, any required approval of the Franchise Authority with
respect thereto; and
WHEREAS in connection with the merger (the "Merger") contemplated by the
Agreement, the parent company Continental will merge with Us West. or with a
wholly owned subsidiary of US West hereunder; and
WHEREAS Franchisee will remain in place and continue to hold the Franchise; and
WHEREAS US West may thereafter seek to assign or transfer the control related to
continental to an entity controlling, controlled by or under common control with
US 'West; and
WHEREAS to the extent the Franchise ;requires, Continental and US West now seek
approval of the transfer of control from Continental to US West; and
NOW, THEREFORE, BE IT RESOLVED by the City of Palm Springs as follows:
Section 1. The City council hereby finds that US West has the assets and ,
resources to, satisfy its obligations under the Franchise
Agreement:, at least to the capacity of the existing
Franchisee.
Section 2. Subject to the terms of this Resolution, the Franchise
Authority hereby consents to the transfer of control of the
_ - Franchise to US West which Franchise is currently in full
force and effect with no outstanding defaults or breaches
thereunder.
Section 3. This consent is given on the condition that US West has
promised to and will fulfill all of the Franchise obligations
under the, Franchise Agreement, and by accepting the transfer,
US West does hereby agree to be bound by said Franchise
Agreement..
Section 4. The consent herein granted does not constitute and shall not
be construed to constitute a waiver of any obligations of
Franchisee under the Franchise.
ADOPTED this 3rd day of July , 1996
AYES: Members Barnes, Hodges, Oden, Spurgin and Mayor Kleindienst
NOES: None i
ABSENT: None
ATTEST* CITY aF SPR G , j.LIFORNIA
E% r J
By
-City Clerk r(Tlallager
REVIEWED & APPROVED as to form_ _