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(1 <br />STATE OF MINNESOTA <br />•. COUNTY OF Ramsev - <br />CITY OF Falcon He'-gh..~_ <br />RESOLUTION NO.R:-~6-44 APPROVII~ <br />THE TRANSFER OF OWNERSHIP OF GROUP W CABLE <br />OF THE NORTH SUBURBS, INC. <br />WHEREAS, Group W Cable, Inc 7, a New York Corporation <br />(hereinafter "Group W Cable"), by and through Group W Cable. <br />of the North Suburbs, Inc., a wholly-owned. subsidiary, owns, <br />operates and maintains a cable television system in the City <br />pursuant to the terms and conditions of City Ordinance No. <br />193 (hereinafter "Cable Communications Franchise <br />Ordinance"); and <br />WHEREAS, Group W Cable desires to sell and otherwise <br />• transfer all of the issued and outstanding shares of the <br />capital stock of Group W Cable. of the North Suburbs, inc. to <br />North Central Cable Communications Corporation (hereinafter <br />"North Central") and thereby transfer control of Group W <br />Cable of the North Suburbs, Inc., to North Central; and <br />WHEREAS, Group W Cable has requested the consent from <br />the City to a change in ownership and control of Groug W <br />.Cable of the North Suburbs, Inc.., to North Central; and <br />WHEREAS, the North Suburbs Cable Commission (hereinafter <br />"Commission") has been delegated the authority and responsi- <br />bility to coordinate, administer and enforce the Cable Com- <br />munications Franchise Ordinance on behalf of City pursuant <br />to the terms of a Joint and Cooperative ..Agreement for the <br />• Administration of a Cable Television Franchise; and <br />