HomeMy WebLinkAboutFRA1978-0134 - Supplement - Ordinance 2669 - Transfer of Franchise Granted Pursuant to Ord. 2100 - 10/25/1986ORDINANCE NO.,�
AN ORDINANCE of the City of Kent,
Washington, acknowledging the sale of stock of
Group W Cable, Inc. to five buyers; consenting
��.
to and ratifying the transfer of franchise
(granted pursuant to Ordinance 2100, and
previously transferred pursuant to Resolutions / and 965) by Group w Cable, Inc. to its
wholly owned subsidiary GWC, Seattle, Inc.;
consenting to the transfer of control of GWC
Seattle, Inc. to TCI Cablevision of Washington,
Inc.; and establishing conditions and amending
Ordinance 2100 to increase the franchise fee
from three to five percent.
THE CITY COUNCIL OF THE CITY OF KENT, WASHINGTON DOES
HEREBY ORDAIN AS FOLLOWS:
Section 1. RECITALS.
1.1 Group W Cable, Inc., a New York Corporation, a
wholly-owned subsidiary of Westinghouse Broadcasting and Cable,
'Inc., an Indiana Corporation ("Westinghouse") which is a
wholly-owned subsidiary of Westinghouse Electric Corporation,
!holds a valid and existing franchise for operation of a cable
communications system within the City of Kent, pursuant to
Ordinance 2100 and Resolutions 918 and 965 (the "System").
1.2 All of the issued and outstanding stock of Group W
'Cable, Inc. was recently sold by Westinghouse Electric Company to
a group of five buyers composed of affiliates or subsidiaries of
!American Television and Communications Corporation, TCI Holdings,
?Inc., Comcast Corporation, Daniels and Associates, Inc., and
,Century Southwest Cable Television, Inc. ("Buyers").
i
1.3 Buyers intend to continue, for a time, Group W
Cable, Inc., as a duly organized and operating entity for purposes
sof operation of the franchise and cable television system.
1.4 Buyers intend to cause the transfer of the system to
I
1GWC Seattle, Inc., a wholly-owned subsidiary of Group W Cable, Inc.:
1.5 Buyers further intend to cause Group W Cable, Inc.
ii'to be liquidated and to transfer control of GWC Seattle, Inc. to
1TCI Cablevision of Washington, Inc. ( "'Transferee") .
1.6 Pursuant to KCC 5.30.68, any franchise transfer
shall be approved only after public hearing and under the same
terms and conditions as an original application. A transfer
application shall not be refused unless the City Council finds
that the public interest will not be served by the proposed
transfer.
1.7 Pursuant to KCC 5.30.68 and KCC 5.30.72, a public
hearing was held on October 6, 1986 at 7:00 P.M. in the Council
Chambers, Kent City Hall, to consider the franchise transfer
!application.
j 1.8 It appears that Group W Cable, Inc. and TCI
;ICablevision of Washington are qualified, able and willing to cause
JGWC Seattle, Inc. to comply with the provisions of KCC Chapter
I
5.30.
Section 2. APPROVAL OF CHANGE OF CONTROL AND TRANSFER.
i
2.1 The City of Kent hereby grants its approval of the j
`transfer of franchise and consents to change of control as follows:
2.1.1 consents to and ratifies change of
control from Group W Cable, Inc. to Buyers
effective June 19, 1986;
2.1.2 transfer of the franchise from
Group W Cable, Inc. to GWC Seattle, Inc.;
2.1.3 any subsequent change of control of
GWC Seattle, Inc. to TCI Cablevision of
Washington, Inc. at the time of liquidation of
Group W Cable, Inc.
subject to the conditions set forth in Sections 2.2 and 2.3 below.
- 2 -
2.2 The conditions of the approval and consent herein,
are as follows:
2.2.1 Group W cable, Inc., if in
existence, shall within thirty days of the
effective date of this legislation, file with
the City Clerk its written acceptance of the
terms and condition of Ordinance 2100 and this
Ordinance, and its agreement to comply with all
the provisions of KCC Chapter 5.30, as now or
hereafter amended, including a base franchise
fee increase from three to five percent.
2.2.2 GWC Seattle, Inc. shall within
thirty days of the effective date of this
Ordinance file with the City Clerk its written
acceptance of the terms ana conditions of
Ordinance 2100 and this Ordinance, and its
agreement to comply with all the provisions of
KCC Chapter 5.30, as now or hereafter amended,
including a base franchise fee increase from
three to five percent.
2.2.3 Transferee shall within 30 days of
the transfer consented to at Section 2.1.3,
file with the City Clerk its written acceptance
of the terms and conditions of Ordinance 2100
and this Ordinance, and its agreement to comply
with all provisions of KCC Chapter 5.30, as now
or hereafter amended, including a base
franchise fee increase from three to five
percent.
2.2.4 Written acceptance, as required in
Sections 2.2.1 and 2.2.2 shall include a copy
of bill of sale, purchase agreement or similar
document as provided by KCC 5.30.68
2.2.5 Buyers shall, if Group W Cable,
Inc. is in existence, file within thirty days
of the effective date of this legislation
written assurance that they will cause Group W
Cable, Inc. to maintain assets and that such
assets shall be managed in such a manner as to
permit Group W Cable, Inc. to comply with
Ordinance 2100, this Orainance, and KCC Chapter
5.30.
2.2.6 Further, Buyers shall file within
thirty days of the effective date of this
legislation written assurance that they will
cause GWC Seattle, Inc. to maintain assets and
that such assets shall be managed in such a
manner as to permit Group W Cable, Inc. to
comply with Ordinance 2100, this Ordinance, and
KCC Chapter 5.30.
2.2.7 Further, within 30 days of the
effective date of this Ordinance, GWC Seattle,
- 3 -
Inc. shall file a written acceptance of
Ordinance 2100, this Ordinance, and KCC Chapter
5.30.
2.2.8 Further, within thirty days of the
transfer of control of GWC Seattle, Inc. from
Group W Cable, Inc. to TCI Cablevision of
Washington, Inc., the latter organization shall
file written assurance that they will cause GWC
Seattle, Inc. to maintain assets and that such
assets shall be managed in such a manner as to
permit GWC Seattle, Inc. to comply with
Ordinance 2100, this Ordinance, and KCC Chapter
.30.
2.3 The City of Kent consents to the change of control
and transfer of franchise provided for herein are further
,conditions upon Group W Cable, Inc. and/or GWC Seattle, Inc.,
,satisfying the following conditions:
2.3.1 Access. Grantee shall continue to
provide community access channels and
facilities, and shall provide for government
access for purposes of cablecast, at a minimum,
City of Kent Council meetings.
2.3.2 Franchise Fee. Section 4 of
Ordinance 2100 is amended to read as follows:
Grantee shall pay unto the City of Kent,
quarterly, on or before the 10th day of each
April, July, October and January, a sum equal
to ((-three)) five percent (5%) of the gross
revenue received by GWC Seattle, Inc. from its
provision of cable television service within
the City of Kent, as more particularly set
forth in Section 6, Franchise Fee, of Ordinance
2093, same being Exhibit "A" attached hereto
and incorporated by reference herein.
2.3.3 Uniform Service. Cable television
service throughout the City of Kent shall be
uniform.
2.3.4 System Construction. Grantees
shall complete construction projects, at a
minimum, as set forth in the CITY LIMIT PROJECT
PROJECTIONS 1986-87 attached hereto and
incorporated herein as Exhibit "B", and as set
j forth in the corresponding PROJECT map attached
hereto and incorporated herein as Exhibit "C".
Variances from the construction schedule
adopted herein shall not be approved without
the written approval of the City. Further, GWC
Seattle, Inc. and successors in interest shall
annually file a construction schedule and
system map, on or before the first day of June,
for review and approval by the City.
4 -
Section 3. GRANTEE ACCEPTANCE. This Ordinance shall
become null and void upon the failure of GWC Seattle, Inc. and
successors in interest to file written acceptances or assurances
as provided herein. Acceptance by Group W Cable, Inc., pursuant
to authority and prior to the effective date of this Ordinance, is
hereby ratified and confirmed.
Section 4. EFFECTIVE DATE. This Ordinance shall take
!effect and be in force five (5) days from and after its passage,
approval and publication as provided by law.
it J
DAN KELLEHER, MAYOR
,ATTEST:
:IMARIE JENR�Nf--' CITY CLERK
APPROVED AS TO FORM:
ILL H. WILLIAMSON, ACTING CITY ATTORNEY
i
PASSED the day of &C4-^ , 1986.
.APPROVED the _day of , 1986.
PUBLISHED the--' day . of �' , 1986 I
i
I
I hereby certify that this is a true copy of Ordinance;
i
'No. a , passed by the City Council of the City of Kent,
i
Washingto , and approved by the Mayor of the City of Kent as hereon
indicated.
(SEAL)
MARIE JE N, CITY ERK
!04050-150
- 5 -