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RESOLUTION 1992-18 <br />RESOLUTION APPROVING THE TRANSFER OF CONTROL OF GROUP W <br />CABLE OF RAMSEY/WASHINGTON, INC., FROM HAUSER <br />CABLE OF MINNESOTA, INC., HAUSER CABLE COMMUNICATIONS, INC., <br />AND CONTINENTAL CABLEVISION OF MINNESOTA, INC., <br />TO MEREDITH/NEW HERITAGE STRATEGIC PARTNERS L.P. <br />WHEREAS, Group W Cable of Ramsey/Washington Inc. (hereinafter <br />Grantee), a wholly owned subsidiary of North Central Cable Communications <br />Corporation (hereinafter "North Central") is the holder of the Cable <br />Communications Franchise awarded by the Ramsey/Washington Counties <br />Suburban Cable Communications Commission (hereinafter "Commission"; and <br />WHEREAS, The Commission on July 9, 1992 approved the transfer of <br />control of North Central to Meredith/New Heritage Strategic partners L.P. <br />(hereinafter "Meredith"), subject to the closing of the purchase of the <br />North Central stock as set forth in the Commission Resolution Approving <br />the Transfer of Control; and <br />WHEREAS, the City of Hugo (hereinafter "City") is required pursuant to <br />Article XII, Section 1(C) of the Hugo Cable Franchise Ordinance to approve <br />a transfer of ownership or control of Grantee upon the approval by the <br />Commission. <br />NOW, THEREFORE, BE IT RESOLVED, by the City of Hugo: <br />1. The City consents to and approves the transfer of control of Grantee <br />and North Central. The City hereby waives any right of first refusal <br />pursuant to Article XI of the Hugo Cable Franchise Ordinance. <br />2. In the event Meredith fails to close on this transfer of control on or <br />before October 30, 1992, unless such time is extended by affirmative vote <br />of the Commission, this RESOLUTION and any and all approvals contained <br />herein shall be null and void. <br />3. This RESOLUTION constitutes all approvals necessary to be obtained <br />from the City for the proposed transfer of control to Meredith. <br />Upon roll call, voting AYE: <br />Voting NAY: Brunotte <br />Barnes, Leroux, Miron, Stoltzman <br />Whereupon said RESOLUTION was declared passed and adopted this 3rd day of <br />August, 1992. <br />Walter L. Stoltzman, Mayor <br />ATTEST: <br />Mary Creager, Citfvtlerk <br />