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r . RESOLUTION NO. 4263 PAGE THREE OF EIGHT WHEREAS, the City does not object to such security interest in the stock and assets. NOW THEREFORE, BE IT RESOLVED, by the City Council of the City of Mounds View that: 1. The City hereby approves the sale and transfer by Transferors of all of their shares of the capital stock of North Central, together with all of the voting stock of Holdco, subject to an actual closing of the stock sale transaction on or before December 31, 1992, pursuant to the terms and conditions as evidenced by the Notice of Transfer to said Commission and City and all written representations from Transferors, Transferee, Meredith/New Heritage Partnership, its subsidiaries, employees, agents, partners, parent corporations and North Central, and further subject to the terms and conditions of this Resolution. . 2. The City approves the pledge by Transferee, Meredith/New Heritage Partnership, and North Central as security to their lenders the stock and assets of North Central and its subsidiaries subject to the terms and conditions of this Resolution. 3. This Resolution constitutes all action and approvals of the city necessary under the City's Franchise for the sale and transfer of control to Transferee. 4. The City's approval of the above named transfer of ownership of North Central is further conditioned upon the following: a. North Central shall have corrected all technical discrepancies in the cable system of City as delineated in the report of Communications Support Corporation (hereinafter "CSC") No. 92010.001, and its addendum No. 92010.A01, and as represented as correct pursuant to the letter from Mr. Kevin Griffin to Ms. Coralie Wilson dated June 17, 1992, unless otherwise qualified, below. .