(A) City approval required. No transfer shall occur without prior written notice to and approval of the City Council. A transfer without the prior written approval of the city shall be considered to impair the city’s assurance of due performance. The granting of approval for a transfer in one instance shall not render unnecessary approval of any subsequent transfer.
(B) Application.
(1) The franchisee or licensee shall promptly notify the city of any proposed transfer. If any transfer should take place without prior notice to the city, the franchisee or licensee will promptly notify the city that such a transfer has occurred.
(2) At least 120 calendar days prior to the contemplated effective date of a transfer, the franchisee or licensee shall submit to the city an application for approval of the transfer. Such an application shall provide complete information on the proposed transaction, including details on the legal, financial, technical and other qualifications of the transferee, and on the potential impact of the transfer on subscriber service. At a minimum, the following information must be included in the application; provided that, a franchisee or licensee is not required to duplicate information that it submits to the city to comply with its obligations under federal or state law:
(a) All information and forms required under federal law or the equivalent of the forms if no longer required by federal law;
(c) Any contracts or other documents that relate to the proposed transaction, and all documents, schedules, exhibits or the like referred to therein;
(d) Any shareholder reports or filings with the Securities and Exchange Commission that discuss the transaction;
(e) Other information necessary to provide a complete and accurate understanding of the financial position of the cable system before and after the proposed transfer;
(f) For a proposed franchise transfer, complete information regarding any potential impact of the transfer on subscriber service; and
(g) A brief summary of the proposed transferee’s plans for at least the next two years regarding line extension, plant and equipment upgrades, channel capacity, expansion or elimination of services and any other changes affecting or enhancing the performance of the cable system. A licensee shall provide information regarding its plans for changes to its plant within the city.
(3) For the purposes of determining whether it shall consent to a transfer, the city or its agents may inquire into all qualifications of the prospective transferee and such other matters as the city may deem necessary to determine whether the transfer is in the public interest and should be approved, denied, or conditioned as provided under division (C) below. The franchisee or licensee and any prospective transferees shall assist the city in any such inquiry, and if they fail to do so, the request for a transfer may be denied.
(C) Determination by city. In making a determination as to whether to grant, deny or grant subject to conditions, an application for a transfer of a franchise, the city shall consider the legal, financial, and technical qualifications of the transferee to operate the cable system; any potential impact of the transfer on subscriber services; whether the incumbent cable operator is in compliance with its franchise, and this chapter and, if not, the proposed transferee’s commitment to cure the noncompliance; whether the transferee owns or controls any other cable system in the city, and whether operation by the transferee may eliminate or reduce competition in the delivery of cable service in the city; and whether operation by the transferee or approval of the transfer would adversely affect subscribers, the public, or the city’s interest under this chapter, the franchise or other applicable law. An application for a transfer of a license may be denied for any reason where the city determines that it is in the public interest to do so.
(D) Transferee’s agreement. No application for a transfer of a franchise or license shall be granted unless the transferee agrees in writing that it will abide by and accept all terms of this chapter and the franchise or license, and that it will assume the obligations, liabilities and responsibility for all acts and omissions, known and unknown, of the previous franchisee or licensee under this chapter and the franchise or license, for all purposes, including renewal, unless the city, in its sole discretion, expressly waives this requirement in whole or in part.
(E) Approval does not constitute waiver. Approval by the city of a transfer of a franchise or license does not constitute a waiver or release of any of the rights of the city under this chapter, or a franchise or license, whether arising before or after the date of the transfer.
(F) Exception for intra-company transfers. Notwithstanding the foregoing, a franchise or license may provide that transfers to affiliates of a franchisee or licensee shall be excepted from the requirements of divisions (A) and (B) where the affiliate is wholly-owned and managed by an entity that will guarantee the performance under a franchise or license and the transferee affiliate:
(1) Notifies the city of the transfer at least 60 days before it occurs and, at that time provides the agreements and warranties required by this section, describes the nature of the transfer and submits complete information describing who will have direct and indirect ownership and control of the cable system after the transfer;
(2) Warrants that it has read, accepts and agrees to be bound by each and every term of the franchise or license and related amendments, regulations, ordinances and resolutions then in effect;
(3) Agrees to assume all responsibility for all liabilities, acts and omissions, known and unknown, of its predecessor franchisee(s) or licensee(s), for all purposes, including renewal;
(4) Agrees that the transfer shall not permit it to take any position or exercise any right which could not have been exercised by its predecessor franchisee(s) or licensee(s);
(5) Warrants that the transfer will not substantially increase the financial burdens upon or substantially diminish the financial resources available to the franchisee or licensee (the warranty to be based on comparing the burdens upon and resources that will be available to the transferee compared to its predecessors), or otherwise adversely affect the ability of the franchisee or licensee to perform;
(6) Warrants that the transfer will not in any way adversely affect the city or subscribers (including by increasing rates);
(7) Notifies the city that the transfer is complete within five business days of the date the transfer is completed; and
(8) Agrees that the transfer in no way affects any evaluation of its legal, financial or technical qualifications that may occur under the franchise or license, or applicable law after the transfer, and does not directly or indirectly authorize any additional transfers.
(Ord. 26-97, passed 9-23-1997)