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Home My WebLink AboutVI (F) Resolution No 95-10, approving the transfer of the Cablevision Franchise to Time Warner ' AGENDA 7-18-95 Item VI F "CENTER OF GO:50LN:NAK:s-PHRoIRE:10 F WEST ORANGE" Ocoee ,. LU,1 VAINLJEAL3111P1 O �y tii3a. COMMISSIONERS CIYOF OEE RUSTYJOHNSON +V...... r PAUL W.FOSTER � IVE SCOTT A.GLASS �C) OCOEE,FLORIDA 34761 2258 JIM GLEASON �% (407)656 2322 CITY MANAGER �0f GOOD�` ELLIS SHAPIRO STAFF REPORT TO: THE HONORABLE MAYOR AND BOARD OF CITY COMMISSIONERS FROM: JANET G. RESNIK, CAPITAL PROJECTS/CONCURRENCY ANALYST DATE : JULY 12, 1995 SUBJECT: RESOLUTION 95-10, APPROVING THE TRANSFER OF THE CABLE TELEVISION FRANCHISE FROM CABLEVISION INDUSTRIES TO TIME WARNER ISSUE Should the Honorable Mayor and Board of City Commissioners approve the attached Resolution 95-10, ratifying the merger of Cablevision Industries of Central Florida (CVI) and Time Warner? BACKGROUND The City of Ocoee received notice of the intent to transfer the cable television franchise on March 30, 1995 . Under the FCC Rules, approval or denial of a transfer must be issued by the franchise authority within 120 days of the notice of intent to transfer. (In this case, the deadline is July 28, 1995) . Staff received City Commission approval to attempt to negotiate a new franchise agreement in conjunction with the transfer of the franchise; however, due to the deadline, there was not enough time to draft new documents, negotiate with the cable companies, and advertise for the public hearing. (The advertisement alone requires 30 days notice before the public hearing. ) Staff requested an extension of the deadline, but CVI declined due to the time constraints they are under to get the merger completed. DISCUSSION If the City Commission approves Resolution 95-10, once the merger is complete, Time Warner will operate under the terms of the current franchise agreement . As you are aware, CVI and City staff have been working together to get cable television facilities at West Orange High School and the West Side Vocational-Technical School that would allow those schools to cablecast original programming on the local access channel (Channel 16) . As stated in the attached letter from Thomas Cruden, CVI has agreed to follow through on its commitment to make the necessary connections to those schools . This work will be completed before the merger takes place . OIL 4) Page 2 Cable Franchise Transfer Staff Report July 12, 1995 RECOMMENDATION Staff respectfully recommends that the Honorable Mayor and Board of City Commissioners approve Resolution 95-10 which formally consents to the transfer, subject to Time Warner' s acceptance of the terms of this consent, and authorizes the City Manager to notify CVI and Time Warner of this action. cc : Ila Feld, Leibowitz and Associates Thomas J. Cruden, CVI Diane Pickett, Time Warner RESOLUTION NO. 95-10 A RESOLUTION OF THE CITY OF OCOEE, FLORIDA, APPROVING THE MERGER AND RELATED TRANSACTIONS BETWEEN CABLEVISION INDUSTRIES OF CENTRAL FLORIDA, INC. D/B/A CABLEVISION INDUSTRIES AND TIME WARNER, INC. WHEREAS, Cablevision Industries of Central Florida ( "Franchisee" ) is the duly authorized holder of a franchise (as amended to date, the "Franchise" ) authorizing the operation and maintenance of a cable television system and authorizing Franchisee to serve the City of Ocoee ( "Franchise Authority" ) ; and WHEREAS, Cablevision Industries ( "CVI" ) and Time Warner, Inc . , a Delaware Corporation ( "Time Warner" ) have entered into an Agreement and plan of Merger dated as of February 6, 1995 (the "Agreement" ) , subject to, among other considerations, any required approval of the Franchise Authority with respect thereto; and WHEREAS, in connection with the merger and other transactions (the "Transaction" ) contemplated by the Agreement, there will be a change in ownership of the Franchisee from CVI to Time Warner; and WHEREAS, the Franchise requires, CVI and Time Warner now seek approval of the Transaction; and WHEREAS, the Transaction is deemed to be in the best interests of the residents of the City of Ocoee, subject to the terms and conditions imposed herein; NOW, THEREFORE, BE IT RESOLVED BY THE CITY OF OCOEE, FLORIDA: SECTION 1. The Franchise Authority hereby consents to the Transaction, which includes the transfer of ownership of CVI to Time Warner. SECTION 2 . The consent herein granted does not constitute and shall not be construed to constitute a waiver of any obligations of Franchisee under the Franchise. In addition, this consent shall not prejudice the City' s rights with respect to the renewal of the Franchise . SECTION 3 . This consent is expressly conditioned upon Time Warner agreeing in writing providing that : (a) it shall abide by and shall cause Franchisee to abide by all provisions in the cable television franchise; (b) it shall guarantee performance of all of Franchisee' s obligations and liabilities under the cable television franchise, known and unknown, including but not limited to, liability for any underpayment of franchise fees at any time during the existence of the license; and (c) it shall use its best effort to provide cable service to newly developed residential subdivisions in the City on a timely basis by working with the City and developers in order to better schedule projects for cable installation and service. SECTION 4 . The City Manager is hereby authorized to notify CVI and Time Warner in writing of this action. SECTION 5. This Resolution shall become effective immediately upon its passage, approval and adoption, unless Time Warner fails to execute the appropriate acceptance agreement reflecting the terms of this consent, in which case the consent contained in this Resolution shall be null and void and Time Warner' s 2 authority to control the cable television franchise shall cease. PASSED AND ADOPTED this_day of , 1995. APPROVED: ATTEST: CITY OF OCOEE, FLORIDA Jean Grafton, City Clerk S. Scott Vandergrift, Mayor (SEAL) FOR USE AND RELIANCE ONLY BY THE CITY OF OCOEE, FLORIDA. APPROVED AS TO THE FORM AND LEGALITY THIS DAY OF , 1995. APPROVED BY THE OCOEE CITY LEIBOWITZ & ASSOCIATES COMMISSION AT A MEETING HELD ON , 1995 UNDER AGENDA ITEM NO. B • Matthew L. Lei•.witz Special C.• sel By: City Attorney 3 JUL 13 '95 12:01PM CVI P.2/2 CABLEVISION sm CVI INDUSTRIES 1655 STATE RD 472 P.O. BOX 6001 DELANO FL 32723-5001 (904) 775.4444 FAX (904) 775.9303 REGIONAL OFFICE July 13, 1995 Ms Janet Resnik Administrative Services Department City of Ocoee 150 N. Lakeshore Drive Ocoee, Florida 34761-2258 Dear Ms Resnik: Pursuant to our recent conversations,please accept this letter as CVI's commitment to connect the West Side Vocational-Technical School and to enhance the West Orange High School cable television facilities to allow cablecasting of original programming from each school on the cable channel presently designated for the City's use. CVI will complete the connection and enhancement prior to the closing of the transaction presently contemplated between CVI and Time Warner,Inc. Thank you for your attention and work on this matter. Sinter y, K.GQA Thomas J. den, Vice Print