08/14/1995 Council Packet - Laserfiche WebLink

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ILO L-2S-9fr TUE 2 1 = 1 6 NCSCCC 5, Si)CC$SSDRS I OCiNb. Any parent, general partner, subsidiary, successor in -interest, transferee, or assign shall be expressly bound by this Memorandum. Meredith agrees to disclose the terms of this Memorandum at the outset of negotiations with any potential purchasers of the Cable System or to any other individual involved in any other contemplated ownership transfer of the Cable System. Failure of any such potential successor -in -interest to Meredith to agree to all terms and conditions of this Memorandum shall be grounds for Meredith not to agree to the sate, and shall be reasonable and acceptable grounds for the Commission and its Member Cities not to approve any such transfer of ownership or other transfer of interest. 6COMPETITION, Should effective competition develop within the Commission's cable service territory in the provision of video or cable services, as agreed by both parties to this Agreement, a any time in the future, Meredith and the Commission agree to commence discussions regarding issues which give said competition an unfair advantage over Meredith, Should any other Multi -channel Video Programming Distributor ("MVPD") over which the Commission or the Member Cities have regulatory jurisdiction provide service in the current cable service area, the Commission and its Member Cities agree not to grant more favorable terms to such MVPD than are granted to Meredith. 7. SEVERABILITY. Should any term of this Memorandum be determined to be unenforceable by the FCC or any court of competent jurisdiction, the remainder of the Memorandum shall be treated as severed and shall remain in full force and effect. In the event that any court, the FCC, or any other body with jurisdiction over either party revises or voids any part of this Memorandum, the parties mutually agree to make any amendments to this Memorandum or other applicable agreement or ordinances necessary to effectuate the intention of this Memorandum. In the event that such amendments or charges are barred by any legal requirements governing either party, the parties shall use their best efforts to avoid prejudice to the respective parties' interests, and to implement changes to effectuate the intent in entering into this Memorandum. If tither party finds unacceptable the remainder of this Memorandum as severed by operation of this section, and either party cannot agree with proposals by the other to amend this Memorandum to further the original intent of said party in nonagreement, then the parties agree to submit the remaining issues to binding arbitration, 8. FRANCHISE COMPLIANCE. At the time of execution of this Memorandum, the Commission acknowledges that Meredith has not been notified of any existing franchise violations and that no enforcement actions at law are currently underway. 0212363 U4w' 6 - 03