(A) Transfer of franchise. Any franchise granted hereunder shall be a privilege to be held for the benefit of the public. The franchise cannot in any event be sold, transferred, leased, assigned, or disposed of, including but not limited to, by forced or voluntary sale, merger, consolidation, receivership, or other means without the prior consent of the grantor, and then only under such conditions as the grantor may establish. Such consent as required by the grantor shall, however, not be unreasonably withheld.
(B) Ownership or control. The grantee shall promptly notify the grantor of any proposed change in, or transfer of, or acquisition by any other party of, ownership or control of the grantee. The word “control” as used herein is not limited to major stockholders but includes actual working control in whatever manner exercised. Every change, transfer, or acquisition of control of the grantee shall make the franchise subject to cancellation unless and until the grantor shall have consented thereto, which consent shall not be unreasonably withheld. For the purpose of determining whether it shall consent to such change, transfer, or acquisition of control, the grantor may inquire into the qualifications of the prospective controlling party, and the grantee shall assist the grantor in any such inquiry. In seeking the grantor’s consent to any change in ownership or control, the grantee shall have the responsibility:
(1) To show to the satisfaction of the grantor whether the proposed purchaser, transferee, or assignee (the “proposed transferee”), which in the case of a corporation, shall include all officers, directors, employees and all persons having a legal or equitable interest in 5% or more of its voting stock, or any of the proposed transferee’s principals:
(a) Has ever been convicted or held liable for acts involving moral turpitude including, but not limited to, any violation of federal, state, or local law or regulations, or is presently under an indictment, investigation, or complaint charging such acts;
(b) Has ever had a judgment in an action for fraud, deceit, or misrepresentation entered against it, her, him, or them by any court of competent jurisdiction; or
(c) Has pending any legal claim, lawsuit, or administrative proceeding arising out of or involving a cable system.
(2) To establish, to the satisfaction of the grantor, the financial solvency of the proposed transferee by submitting relevant current financial data for the proposed transferee, and such other data as the grantor may request. Financial statements shall be audited, certified, and qualified by an independent certified public accountant; and
(3) To establish to the satisfaction of the grantor that the financial and technical capability of the proposed transferee is such as shall enable it to maintain and operate the cable system for the remaining term of the franchise under the existing franchise terms.
(C) Notification. The grantor 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 grantor that it or its designee satisfactory to the grantor will take control and operate the cable television system, in the event of a grantee default in its financial obligations. Further, the financial institution shall also submit a plan for such operation that will ensure continued service and compliance with all franchise requirements 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 grantor in its discretion and during the period of time it shall have the right to petition the grantor to transfer franchise to another grantee. If the grantor finds that such transfer after considering the legal, financial, character, technical, and other public interest qualities of the applicant are satisfactory, the grantor will transfer and assign the rights and obligations of such franchise as in the public interest. The consent of the grantor to such transfer shall not be unreasonably withheld.
(D) Consent. The consent or approval of the grantor to any transfer of the grantee shall not constitute a waiver or release of the rights of the grantor in and to the streets, and any transfer shall, by its terms, be expressly subordinate to the terms and conditions of any franchise.
(E) Transfer or assignment. In the absence of extraordinary circumstances, the grantor will not approve any transfer or assignment of the franchise prior to substantial completion of construction of the proposed system.
(F) Successor in interest. In no event shall a transfer of ownership or control be approved without the successor in interest becoming a signatory to the franchise agreement.
(Prior Code, § 115.025) (Ord. D-1485, § 4.6, passed 6-3-1985, effective 6-13-1985)