Sec. 710.118. - Transfers, Sales and Assignments.

(a) No transfer, sale, change of control or assignment of any interest in a Franchise Agreement or Franchisee shall occur without prior approval of the City. For purposes of this entire Section "control" of a Franchisee or applicant means the possession of the ability to direct or cause the direction of the management or policies of a Franchisee or applicant, or the operation of the Franchisee's system(s), whether through operational control in whatever manner exercised or ownership of voting securities, by contract or understanding, or in any other manner. Notwithstanding the foregoing, prior approval of the City shall not be required for a wholly intra-corporate transfer. (b) An application for a transfer, sale or assignment of any interest of a Franchise Agreement shall meet the requirements of subsection 710.118 (f) hereof, and provide complete information on the proposed transaction, including details on the legal, financial, and technical qualifications of the transferee, and on the potential impact of the transfer on Subscriber rates and service. The application shall provide, at a minimum, the information required in subsection 710.118 (f) hereof and such other information as is specified in this Ordinance and the Franchise Agreement. (c) In making a determination of whether to grant an application for a transfer of a Franchise Agreement, the City Council shall consider the legal, financial, and technical qualifications of the transferee to operate the system; whether the incumbent cable operator is in substantial compliance with the material terms of its Franchise Agreement and this Ordinance and, if not, the proposed commitment of the Transferee to cure such noncompliance; and whether operation by the Transferee would adversely affect cable services to Subscribers, or otherwise be contrary to the public interest. (d) No application for a transfer of a Franchise Agreement shall be granted unless the Transferee agrees in writing to abide by and accept all terms of this Ordinance, as it existed on the effective date of the Franchise Agreement, and the Franchise Agreement, and to assume all obligations and liabilities of the previous Franchisee, regardless of whether such was disclosed to the transferee by the transferor, under this Ordinance, as it existed on the effective date of the Franchise Agreement, and the Franchise Agreement and any other subsequent agreements with the City. The City shall certify to Franchisee, upon request, all issues of Franchisee's performance that are known and pending. (e) Subject to applicable law, approval by the City of a transfer of a Franchise Agreement does not constitute a waiver or release of any of the rights of the City under the Ordinance or the Franchise Agreement, whether arising before or after the date of the transfer. (f) Applications for Transfer of Franchise Agreement. (1) A written application shall be filed with the City for the transfer or change of control of a Franchise Agreement. A Transferee shall pay up to $10,000 of the City's actual costs to process the application. (2) To be acceptable for filing, a signed original of the application shall be submitted together with seven copies, and contain all required information. All applications shall include the names and addresses of the persons authorized to act on behalf of the applicant with respect to the application. (3) All applications accepted for filing shall be made available by the City for public inspection. (4) An application for the transfer of a Franchise Agreement shall contain, at minimum, the following information: (i) Name and address of the applicant and identification of the ownership and control of the applicant, including: the names and addresses of all persons with five percent (5%) or more ownership interest in the applicant, including the names and addresses of parents or subsidiaries holding such ownership interests directly or indirectly; the persons who control the applicant; all officers and directors of the applicant; and any other cable system ownership or other communication ownership interest of each named person. For purposes of this entire Section, "person" means any individual, corporation, partnership, association, joint venture, organization or legal entity of any kind, and any lawful trustee, successor, assignee, transferee or personal representative thereof, but shall not mean the City. (ii) An indication of whether the applicant, or any person controlling the applicant, or any officer, or director or person with five percent or more ownership interest in the applicant, has been adjudged bankrupt, had a cable Franchise Agreement revoked, or been found by any court or administrative agency to have violated a security or antitrust law, or to have committed a felony, or any crime involving moral turpitude; and, if so, identification of any such person and a full explanation of the circumstances; (iii) A demonstration of the technical, legal and financial ability of the applicant to construct and/or operate the proposed cable system; (iv) A statement prepared by a certified public accountant or duly authorized financial officer of the Applicant regarding the financial ability of the applicant to comply with the terms and conditions of the Ordinance and Franchise Agreement, and if applicable to complete the construction and/or upgrade and maintain operation of the cable system; (v) A description of the prior experience of the applicant in cable system ownership, construction and operation, and identification of communities in which the applicant or any person having a controlling interest in the applicant or having more than a ten percent ownership interest in the applicant has, or has had, a cable Franchise Agreement or Franchise Agreement or any interest therein; (vi) For informational purposes, the proposed rate structure, including projected charges for each Service Tier, installation, converters, and other equipment or services, and the ownership interest of the applicant in any proposed program services to be delivered over the cable system; (vii) A description of any cable services offered by the applicant or its parent, affiliate or subsidiary, and applicant's plan with respect to the availability of services to subscribers in the Franchise Area; (viii) Upon request, a description of any non-cable services offered by the applicant or its parent, affiliate or subsidiary in any other community; (ix) Where the Transferee is not a publicly traded company, pro forma financial projections for the first five years of the Franchise Agreement term, including a statement of projected income, and a schedule of planned capital additions, with all significant assumptions explained in notes or supporting schedules; (x) If an applicant proposes to provide cable service to an area already served by an existing cable Franchisee, the identification of the area where the overbuild would occur, the potential subscriber density in the area which would encompass the overbuild, and the ability of the streets to accommodate an additional system; (xi) Any other information as may be reasonably necessary to demonstrate compliance with the requirements of this Ordinance provided that any such further requests shall not toll the time limit for the City to approve or deny the application, in accordance with federal law; and (xii) An affidavit or declaration of the applicant or authorized officer certifying the truth and accuracy of the information in the application, acknowledging the enforceability of application commitments, and certifying that the proposal meets all federal and State law requirements. (Ord. 2003-188-E, § 1)