A. No sale or transfer of the franchise, including a sale or transfer by means of a fundamental corporate change including the sale or transfer of a majority of a corporation's assets; merger, including a parent and its subsidiary corporation; consolidation; or creation of a subsidiary corporation, shall take place until a written request has been filed with city requesting approval of the sale, transfer, or corporate change and such approval has been granted or deemed granted; provided, however, that said approval shall not be required where grantee grants a security interest in its franchise and/or assets to secure an indebtedness.
B. Any sale, transfer, exchange or assignment of stock in grantee, or grantee's parent corporation or any other entity having a controlling interest in grantee, so as to create a new controlling interest therein, shall be subject to the requirements of this section. The term "controlling interest" as used herein is not limited to majority stock ownership, but includes actual working control in whatever manner exercised.
C. The grantee shall, upon request of the city, file in addition to all documents, forms and information required to be filed by applicable laws, the following:
1. All nonconfidential contracts, agreements or other documents that constitute the proposed transaction and all exhibits, attachments, or other documents referred to therein which are necessary in order to understand the terms thereof; and
2. A list detailing all documents filed with any state or federal agency related to the transaction including, but not limited to, the MPUC, the FCC, the FTC, the FEC, the SEC or MNDOT. Upon request, grantee shall provide city with a complete copy of any such document.
D. City shall have such time as is permitted by applicable laws in which to review a transfer request.
E. In no event shall a sale, transfer, corporate change, or assignment of ownership or control pursuant to subsection A or B of this section be approved without the transferee becoming a signatory to this franchise and assuming all rights and obligations thereunder, and assuming all other rights and obligations of the transferor to the city including, but not limited to, any adequate guarantees or other security instruments provided by the transferor.
F. In the event of any proposed sale, transfer, corporate change, or assignment pursuant to subsection A or B of this section, city shall have the right to purchase the system.
G. The city shall have a right to purchase the cable system upon abandonment, expiration or revocation consistent with 47 USC section 547, or in the event the grantee receives a bona fide offer to purchase the cable system from any person. "Bona fide offer" as used in this section means a written offer for one or more of the grantee's assets which has been accepted by grantee. The price to be paid by the city shall be the fair market value as a going concern. The city shall be deemed to have waived its right to purchase the system pursuant to this section only in the following circumstances:
1. Upon receipt of a transfer request, the city shall have sixty (60) days to exercise its rights pursuant to this section.
2. It approves the assignment or sale of the franchise as provided within this section.
H. The approval of any transfer of ownership pursuant to this section shall not be deemed to waive any rights of city to subsequently enforce noncompliance issues relating to this franchise even if such issues predated the approval, whether known or unknown to city.
I. Franchisee shall not be required to provide a guarantee upon acceptance of this franchise. However, in the event this franchise is ever transferred, city may require a signed guarantee of performance, in a form acceptable to city to be filed by a proposed transferee and/or parent company. (Ord. 827, 8-5-2002, eff. 8-26-2002)