(A) Transfer of franchise. Any franchise granted hereunder cannot in any event be sold, transferred, leased, assigned, or disposed of, including but not limited to by force or voluntary sale, merger, consolidation, receivership, or other means without the prior consent of the county, which shall not be unreasonably withheld, and then only under such conditions as the county may establish from time to time, which shall include, at a minimum, a public hearing and franchise application provided for in § 110.152.
(B) Transfer threshold. The grantee shall promptly notify the county of any actual or proposed change in or transfer of or acquisition by any other party of control of the grantee. CONTROL as used herein is not limited to major stockholders but includes actual working control in whatever manner exercised. A rebuttable presumption that a transfer of control has occurred shall arise upon the disposal by the grantee, directly, or indirectly, by gift, assignment, voluntary sale, merger, consolidation, or otherwise of 15% or more, at one time, of the ownership or controlling interest in the system, or 20% cumulatively over the term of the franchise of such interest to a corporation, partnership, limited partnership, trust or association, or person or group of persons acting in concert. The county shall exercise its power to approve a transfer of ownership or control in a manner consistent with Section 617 of the Communications Act (47 USC 537).
(C) Process. Every change, transfer, or acquisition of control of the grantee shall make the franchise subject to cancellation unless and until the county shall have consented thereto, which consent will not be unreasonably withheld. For the purpose of determining whether it shall consent to such change, transfer, or acquisition of control, the county may inquire into the legal, financial, character, technical, and other public interest qualifications of the prospective controlling party, and the grantee shall assist the county in any such inquiry. Failure to provide all information reasonably requested by the county as part of said inquiry shall be grounds for denial of the proposed change, transfer, or acquisition of control.
(D) Assumption of control. The county agrees that any financial institution having a pledge of the franchise or its assets for the advancement of money for the construction and/or operation of the franchise shall have the right to notify the county that it or its designee satisfactory to the county will take control and operate the cable television system. Further, said financial institution shall also submit a plan for such operation that will insure continued service and compliance with all franchise obligations during the term the financial institution exercises control over the system. The financial institution shall not exercise control over the system for a period exceeding one year, unless extended by the county at its discretion, and during said period of time it shall have the right to petition for transfer of the franchise to another grantee. In the event that the FCC adopts a definition as to
CONTROL which differs from the definition herein, the FCC definition shall govern. If the county finds that such transfer, after considering the legal, financial, character, technical, and other public interest qualifications of the applicant is satisfactory, the county will transfer and assign the rights and obligations of such franchise as in the public interest. The consent of the county to such transfer shall not be unreasonably withheld.
(E) Regulation of transfer. The consent or approval of the county to any transfer of the grantee shall not constitute a waiver or release of the rights of the county in and to the streets, rights-of-way, or pertinent thereto, and any transfer shall, by its terms, be expressly subject to the terms and conditions of this chapter and the franchise.
(F) Construction requirement. In the absence of extraordinary circumstances, the county will not approve any transfer or assignment of the franchise prior to completion of construction of the proposed system.
(G) Right to review purchase. The county reserves the right to review the purchase of any transfer or assignment of the cable system. Any assignee to this chapter or the franchise expressly agrees that any negotiated sale which the county deems unreasonable may not be considered in the rate base by the county for any subsequent request for rate increases, if applicable under federal or state law.
(H) Signatory requirement. Any approval by the county of transfer of ownership or control shall be contingent upon the prospective controlling party becoming a signatory to the franchise.
(Ord. passed 12-2-96)