RES 95149 - Laserfiche WebLink

Change of Control Consent Agreement This Consent Agreement, dated December 11, 1995, is entered into between TCI Communications, Inc. CTCIC") and the City of Pleasanton ("Grantor"). RECITALS A. Grantor has adopted a Cable Television Franchise Ordinance, codi~ed in Chapter 6.52 of the Pleasanton Municipal Code, ("the Ordinance"). B. Pursuant to the Ordinance, Tele-Vue Systems, Inc. d/b/a Viacom Cable ("Grantee") is the duly authorized holder of a franchise ("the Franchise") authorizing operation of a cable television system (the "System") servicing the residents of the Grantor, by reason of a Franchise Agreemere dated October 15, 1985 ("the Franchise Agreement") between Grantee and Grantor. C. Grantee and TCIC have requested that the Grantor consera to the change of control of Grantee from Viacom Inc. to TCIC, all as more fully described the FCC Form 394, filed with the Grantor in this regard. D. Grantor is willing to consent to the change of control of Grantee, upon the condition that TCIC execute this Agreement. E. TCIC is willing to execute this Agreement in connection with obtaining Grantor's consent, with the understanding that this Agreement will become effective upon consummation of the change of control of Grantee to TCIC. IN CONSIDERATION OF THE FOREGOING, and of the obligations contained below, the parties agree as follows: The consent of the Grantor to the change of control of Grantee does not constitute and shall not be construed to constitute a waiver of any obligations of Grantee or any of its successors in interest under the Franchise Agreement or the Ordinance. The Grantor and TCIC on behalf of the Gintee agree that, as of the date of this Agreement: a) the Franchise was properly granted to the Grantee, is valid, remains in full force and effect, and expires on December 31, 2000, subject to options, if any, to extend the term; b) except as provided in this Agreement, the Fmchise supersedes all other agreements between the Gintee and the Grantor and represents the entire understanding of the parties.