HomeMy WebLinkAboutRESOLUTIONS-1999-010-R-99• 2/4/99
2/8/99
10-R-99
A Resolution
Approving the Change of Control
of the Cable Communications Franchise
WHEREAS, Media One Acquisition of Northern Illinois, Inc., ("Media One") is the duly
authorized holder of a franchise, as amended to date, with the City of Evanston, Illinois (the
"Franchise Authority") pursuant to the Franchise Agreement between the City of Evanston and
Continental Cablevision Acquisitions of Northern Illinois, Inc. Dated July 16, 1996; Ordinance
69-0-96 dated June 24, 1996; Resolution 37-R-96 dated June 24, 1996; Acceptance of Franchise
• dated July 16, 1996; the foregoing authorize MediaOne to serve the City of Evanston, Illinois
("the Franchise") and to operate and maintain a cable television system ("System"); and
WHEREAS, TCI TKR of South Dade, Inc. ("TCI"), MediaOne and certain of their
affiliates have entered into an Asset Exchange Agreement dated October 9, 1998 (the
"Agreement"), whereby MediaOne has agreed to transfer to TCI or another direct or indirect
subsidiary of TCI Communications, Inc. (a "TCI Affiliate") the assets of the System, including
all right, title and interest of MediaOne in the Franchise, subject to any required approval of the
local franchise authority with respect thereto (the transactions contemplated by the Agreement
are referred to as the "Transactions"); and
WHEREAS, the Franchise Authority has investigated the qualifications of the transferees
0 and finds no reason to deny the transfer; and
WHEREAS, pursuant to the Agreement and Plan of Restructuring and Merger among •
AT&T Corp. ("AT&T-), a newly formed wholly owned subsidiary of AT&T ("Merger Sub"),
and TeleCommunications, Inc., the parent of TCI ("TCInc."), dated as of June 23, 1998 (the
"Merger Agreement"), Merger Sub will merge with and into TCInc. with TCInc as the surviving
corporation in the merger, and as a result of the transactions contemplated by the Merger
Agreement, TCInc. will become a wholly owned subsidiary of AT&T (the "AT&T
Transactions"); and - - - - --
WHEREAS, to the extent the Franchise requires, TCI and MediaOne now seek approval
of the Transactions and the AT&T Transactions and have filed FCC Form 394s with the
Franchise Authority; and
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
EVANSTON, COOK COUNTY, ILLINOIS: •
SECTION 1: The Franchise Authority hereby consents to and approves the Transactions
and the AT&T Transactions, to the extent that said Transactions and the AT&T Transactions are
in accordance with the terms of the Franchise.
SECTION 2: The consent to the hereinabove transfer(s) does not waive any rights which
the Franchise Authority may have against Media One, TCI, AT&T and parent corporation of TCI
or TCI Affiliate.
SECTION 3: The consent granted by the Franchise Authority is contingent upon the
acceptance by all Transferees, TCI, TCI Affiliate, AT&T, and the parent corporation of TCI or
its TCI Affiliate of all of the obligations contained in the Agreement and Merger Agreement the
Franchise and in three Letters of Agreement between Continental Cablevision and the City of •
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• Evanston dated June 4, 1996, June 4, 1996 and July 5, 1996 (Letters) and any earlier Agreement
and Franchise to which the current Agreement and Franchise is an extension. The Franchise
Authority does not, through the consent to the transfer, waive any rights which it may possess
pursuant to the Agreement, Merger Agreement, Franchise and Letters.
SECTION 4: Because of the limited scope of review which the Franchise Authority
possesses pursuant to federal law, its consent to the transfer is conditioned upon the written
- assurance received from th.e.all-Transferees, TCI, TCI Affiliate, AT&T and parent corporation of
TCI, or TCI Affiliate to comply with all lawful provisions of the Agreement, Merger Agreement,
Franchise and Letters and applicable Ordinances, including provisions for customer service
standards and the National Electrical Safety Codes and National Electrical Code or such similar
national codes as the Franchise Authority may have in force from time to time.
• SECTION 5: This Resolution shall be deemed effective upon the closing of the
•
Transactions.
SECTION 6: That this Resolution shall be in full force and effect from and after its
passage and approval in the manner provided by law.
Mayor
ATTEST:
it
Clerk
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Adopted:L Gt-t't " , 1999
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