1996-03-18 Special Called Regular Meeting

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• . ORDINANCE NO. 96- 2095 AN ORDINANCE APPROVING THE TRANSFERS OF THE CABLE TELEVISION FRANCHISE WITH PRIME CABLE OF FORT BEND, L.P.; FINDING COMPLIANCE WITH THE OPEN MEETINGS LAW; AND PROVIDING AN EFFECTIVE DATE HEREOF. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF LA PORTE: WHEREAS, Prime Cable of Fort Bend, L.P. ("Franchisee") owns, operates, and maintains a cable television system ("System") in the City of La Porte, Texas ("Franchise Authority"), and Franchisee is the duly authorized holder of a cable television franchise (the "Franchise") granted by the Franchise Authority; and WHEREAS, Franchisee and InterMedia Partners Southeast, a California general partnership ("InterMedia"), are parties to an agreement whereby Franchisee will assign and transfer all of the assets of the System, including all right, title, interest and obligations of Franchisee under the Franchise to InterMedia (the "Prime/InterMedia Transaction"); and WHEREAS, InterMedia and TCI Communications, Inc., a Delaware corporation ("TCI"), have entered into an agreement whereby, subsequent to the consummation of the Prime/InterMedia Transaction, InterMedia will assign and transfer all of the assets of the System, including all right, title, interest and obligations of InterMedia under the Franchise (the "InterMedia/TCI Transaction") to either Tele-Vue Systems, Inc., if TCI has acquired control of such entity in a separate pending transaction, or TCI of Houston, Inc., an indirect wholly owned subsidiary of TCI (collectively, the "TCI Transferees"); and WHEREAS, if it is determined that InterMedia/TCI Transaction cannot be completed as planned, it is possible that the interim transfer of the Franchise to InterMedia would not occur, and in such event the Franchise would be transferred directly by Prime to TCI of Houston, Inc. (the "Prime/TCI Transaction" and, together with the Prime/InterMedia Transaction and the InterMedia/TCI Transaction, the "Transactions"); and WHEREAS, Franchisee, InterMedia and TCI have requested consent by the Franchise Authority to the Transactions; and WHEREAS, The Transactions are deemed to be in the best interests of the residents of the City of La Porte; WHEREAS, Franchisee has requested that the term of the Franchise be extended for a period of six months from its current expiration of June 30, 1996, so that the Franchise will expire on December 31, 1996; Section 1. The Franchise Authority hereby consents to and approves the transfer of the System and the Franchise to InterMedia, all in accordance with the terms of the Franchise.