HomeMy WebLinkAboutRES NO 093-06
RESOLUTION NO.
093-06
A RESOLUTION OF THE CITY COUNCIL OF
THE CITY OF BAKERSFIELD CONSENTING
TO THE TRANSFER OF A CABLE
TELEVISION FRANCHISE FROM COXCOM,
INC. TO CEBRIDGE ACQUISITIONS, L.P.
WHEREAS, on March 24, 1965, the City of Bakersfield ("City") granted the
predecessor-in-interest of CoxCom, Inc. ("Cox") a non-exclusive Cable Television
Franchise ("Franchise") to operate a cable television system ("System") within the City
of Bakersfield; and
WHEREAS, on August 30, 1995, such grant of the Franchise was memorialized
in the City of Bakersfield Agreement No. 95-229 between the City and Cox
Communications Bakersfield, Inc., a subsidiary of Cox ("the Franchise Agreement"); and
WHEREAS, the grant of the Franchise and the Franchise Agreement are herein
referred to as the Franchise Rights; and
WHEREAS, on December 12,2005, Cox notified City that it had entered into an
Asset Purchase Agreement dated October 31, 2005 ("the Agreement") with Cebridge
Acquisition Co. L.L.C., and
WHEREAS, pursuant to that Asset Purchase Agreement, Cox proposes to sell
and assign to Cebridge Acquisition Co. L.L.C. certain of the assets, including the
Franchise Rights and the System ("the Transaction"); and
WHEREAS, Cebridge Acquisition Co. L.L.C. will assign, among other things, its
right to acquire the License and System under the Agreement to Cebridge Acquisition,
L.P. d/b/a Cebridge Connections ("Cebridge Connections"), prior to the closing of the
Transaction; and
WHEREAS, both the Franchise Agreement and Section 120 of the Bakersfield
Charter require City Council consent, by resolution, to any transfer of the franchise; and
WHEREAS, Cox has requested the consent of the City Council to assign the
Franchise Rights and the System to Cebridge Connections and has provided all
information necessary in order to facilitate a decision by the City Council, as well as
filing the requisite documentation with the Federal Communications Commission; and
WHEREAS, staff has investigated the financial, technical and legal abilities of
Cebridge Connections to fulfill the obligations associated with the Franchise Rights and
the System and has found the assignment of the Franchise Rights and System to be in",
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the public interest and recommends that the City Council approve the assignment to
Cebridge Connections.
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Bakersfield
as follows:
1. The above recitals and findings are true and correct and are incorporated
herein by reference;
2. The Franchise Agreement and the Franchise are currently in full force and
effect;
3. Cox has no obligations to the City other than those specifically stated in
the Franchise Agreement and required under applicable law.
4. The City Council hereby consents to the transfer and assignment to
Cebridge Connections of all of the Franchise Rights previously granted to
Cox on the following conditions:
a.
authority to
Bakersfield;
Cebridge Connections shall file with the City evidence of legal
conduct business in the State of California and the City of
b. Cebridge Connections shall acquire a City of Bakersfield Business
Tax Certificate;
c. Cebridge Connections and Cox shall execute an amendment to the
Franchise Agreement with the City of Bakersfield whereby Cebridge Connections
accepts all rights and obligations of Cox under the Franchise Agreement and
City, State and Federal laws relating to cable television franchises;
5. The City's consent to the assignment of the Franchise Rights and System
to Cebridge Connections shall be effective upon Cebridge Connections'
compliance with the conditions stated in Paragraph 4 herein and closing of
the Asset Purchase Agreement ("Effective Date"). Cebridge Connections
shall notify the City in writing upon closing of the Asset Purchase
Agreement;
6. The City releases Cox upon the Effective Date, from all obligations and
liabilities pursuant to the Franchise Rights that accrue on and after the
Effective Date and Cebridge Connections shall be responsible for any
obligations and liabilities pursuant to the Franchise Rights that accrue on
and after the Effective Date;
7. The City Clerk shall send a copy of this resolution to:
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Cebridge Connections
Michael Zarrilli, Sr Counsel & Dir. Gov't relations
Cebridge Connections
12444 Powerscourt Drive, Suite 450
St. Louis, MO 63131
Mr. LeVoyd L. Carter
Manager, Government Affairs
Cox Communications, Inc.
1400 Lake Hearn drive
Atlanta, GA 30319
J. Christopher Redding
Dow, Lohnes & Albertson, PLLC
1200 New Hampshire Ave., NW.
Suite 800
Washington, D.C. 20036-6802
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I HEREBY CERTIFY that the foregoing Resolution was passed and adopted b..'J. .
the Council of the City of Bakersfield at a regular meeting thereof held on APR 5 zou6
by the following vote:
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NOES:
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COUNCILMEMBER: COUCH. CARSON. BENHAM. MAGGARD. HANSON. SULLIVAN, SCRIVNER
COUNCILMEMBER:
COUNCILMEMBER:
COUNCILMEMBER: &,,~l ,(\,'vv'_
~ il. In
CITY CLERK and Ex Officio Cle
Council of the City of Bakersfiel
APPROVED
APR 5 2006
By
HARVEY L. HALL
Mayor
APPROVED as to form:
VIRGINIA GENNARO
City Attorney
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By: «rtø/x)æd/ /..ia/r-i
I JANICE SCANLAN
v' Assistant City Attorney
S:ICOUNCILIResosI05-06 Resoslcablefranchisetransfer.DOC
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