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HomeMy WebLinkAboutORD 2002-042 ORDINANCE NO. 2002-42 AN ORDINANCE OF THE CITY OF GRAPEVINE PROVIDING CONDITIONAL APPROVAL OF CONSENT TO CHANGE OF CONTROL OF THE CABLE FRANCHISE, PROVIDING A SEVERABILITY CLAUSE, DECLARING AN EMERGENCY AND PROVIDING AN EFFECTIVE DATE WHEREAS, TCI OF ILLINOIS, INC. (hereinafter referred to as "Franchisee") is currently a franchisee for cable services in the City of Grapevine pursuant to Ordinance No. 97-62 (the "Franchise"); and WHEREAS, Franchisee is an indirect subsidiary of AT&T Corporation ("AT&T"), and AT&T has proposed a change of control of Franchisee from AT&T to AT&T Comcast Corporation ("AT&T ComcasY'); and WHEREAS, Franchisee, AT&T, and AT&T Comcast have requested the City's consent to the change in control in accordance with Section 15 "Assignment of Franchise" of the Franchise and have filed an FCC Form 394 with the City requesting such consent; and WHEREAS, the City has retained the services of C2 Consulting Services to '�`� review the FCC Form 394, with respect to the legal, financial, and technical capacity of AT&T Comcast to control Franchisee, and Franchisee's related ability to continue to adhere to the requirements and conditions of the Franchise; and WHEREAS, the City is willing to consent to the proposed change of control as detailed in the FCC Form 394, pursuant to the conditions set forth below. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF GRAPEVINE, TEXAS: Section 1. That all matters stated in the preamble are found to be true and correct and are incorporated herein as if copied in their entirety. Section 2. That AT&T Comcast agrees that Franchisee will abide by the lawful and applicable terms of the Franchise and its amendments, and all other ordinances of the City of Grapevine. Section 3. That Franchisee agrees that it will provide service pursuant to the lawful and applicable requirements of the Franchise and its amendments after the - - closing. �.:� Section 4. That subject to Franchisee's compliance with the provisions contained herein, the City of Grapevine accepts the change of control of the Franchisee to AT&T Comcast. Such acceptance does not preclude further investigation by the City of Grapevine of any potential franchise violations, including those occurring prior to the change of control. Franchisee agrees that with respect to any violation or non- �_ rt compliance issues that are not extinguished prior to change of control, the City of Grapevine will have all rights to continue investigation of such matters following the close of the merger under the terms set forth in the franchise agreements. Although AT&T provided almost all of the answers, the City of Grapevine disagrees with AT&T's position that the requests for information are outside the appropriate scope of review for the change of control. Section 5. That any actions which have the effect of circumventing payment of any lawfully required ordinance fees and/or evasion of payment of the ordinance fees by non-collection or non-reporting of gross receipts, bartering, or any other means which evade the actual collection of revenues for business authorized by the Franchise are prohibited. Pursuant to the Texas Constitution, the City is prohibited from granting anything of value without compensation. The City has the right to audit all records relating to the calculation of the franchise fee. Section 6. AT&T Comcast acknowledges that the City has certain franchise fee audit rights pursuant to the franchise. AT&T Comcast assures that it does not have any contractual or other restrictions that will limit the ability of the Grantee to provide all relevant information concerning the payment of franchise fees as required by the franchise agreement between Grantee and the City Section 7. That by granting this change of control, the City does not waive "�`" and specifically retains any right to regulate and receive compensation as allowed by law for all Cable Services offered over the Cable System. Upon request and if the City is lawfully allowed to make such a request, Franchisee shall inform the City of any uses of the Cable System by persons who are not Cable Operators. Section 8. That within thirty (30) days from the effective date of this ordinance, Franchisee shall hereby accept this Ordinance and agrees to be bound by all of its terms, conditions, and provisions, subject to applicable law by signing below. If Franchisee does not provide such agreement, this consent shall be null and voidable at the City's discretion. Section 9. If any section, paragraph, subdivision, clause, phrase, provision or word of this ordinance shall be judged invalid or unconstitutional, such judgments shall not affect the remainder of this ordinance. Section 10. The fact that the present ordinances and regulations of the City of Grapevine, Texas are inadequate to properly safeguard the health, safety, morals, peace, and general welfare of the public creates an emergency which requires that this ordinance become effective from and after the date of its passage, and it is accordingly so ordained. �:.,.. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF GRAPEVINE, TEXAS on this the 18th day of June, 2002. ORD. NO. 2002-42 2 APPROVED: William D. Tate Mayor ATTEST: ,. � . � Linaa Huff City Secretary APPROVED AS TO FORM: �, � �����,4� ,.� � } ��. �`"� �vlatthew Boyle t City Attorney TCI OF ILLINOIS, INC. . > Its: /d� �' � .� ORD. NO. 2002-42 3