Resolution 1995-687
RESOLUTION NO. '5-~7
DEe 1 2 1995
CORRECTIVB RESOLOTION OP THB BOARD 07 COUNTY COKKIS-
SIONERS OF COLLIER COUNTY, FLORIDA CONSENTING TO THE
TRANSFER OF CONTROL OF THE CABLE TELEVISION FRANCHISE
HELD BY FLORIDA CABLE'VISIOH MANAGEMENT CORP. D/B/A
CABLEVISION INDUSTRIES TO TIMB WARNER, INC.
WHEREAS, Florida Cablevision Management Corp., d/b/a Cable-
vision Industries ("CVr") owns, operates and maintains cable
television systems in Collier County, Florida pursuant to the
Franchise Agreement between Warner Amex Cable Communications
Company and Collier County dated November 13, 1981, as assigned,
the Franchise Agreement between Florida C'lblevision Management
Corp. and Collier County dated March 27, 1987 and the Agreement
between Florida Cablevision Management Cor~). and Collier County
dated March 31, 1987 (collectively the nCVI Franchise Agree-
mentsll); and
WHEREAS, pursuant to Section 17.13 of Collier County Ordi-
nance No. 88-90 and 47 U.S.C. 537, CVI re~uested the consent of
the Board of County Commissioners to the transfer of control of
CVI's cable television franchise and the CVI Franchise Agreements
to Time Warner, Inc., a Delaware Corporation; and
WHEREAS, Cablevision Industries Corporation, a Oelaware
corporation,
Alan Gerry, Time Warner,
Inc. ,
and TW CVI
Acquisi tion Corp. have entered into an Agreement and Plan of
Merger dated as of February 6, 1995 (the "Agreement"), subject
to, among other considerations, any required approval of the
Franchise Authority with respect thereto; and
WHEREAS, CVI and Time Warner, Inc., submitted a transfer
application and required fee to the Office of the County Manager;
and
WHEREAS, the Board is satisfied of the legal, technological,
financial and ownership data concerning the qualifications of
Time Warner, Inc.; and
WHEREAS, CVI, under the control of Time Warner, Inc., has
agreed to comply with all provisions of Collier County Ordinance
No. aa-90, as previously amended; and
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WHEREAS, the Board of County Commissioners has considered
the proposed transfer request and has found no reasonable cause
to deny consent to the transfer and assignment; and
WHEREAS, on November 21, 1995, the B(lard of County Commis-
sioners adopted Resolution No. 95-655 consenting to the transfer
and assignment of cable television franchise from Florida Cable-
vision Management Corp. to Time Warner, Inc.; and
WHEREAS, corporate counsel of Time Warner, Inc., has
requested that the Board of County Commissioners adopt a correc-
tive resolution to document the transfer as a transfer of control
rather than an assignment.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY
COMMISSIONERS OF COLLIER COUNTY, FLORIDA, that:
1. The Board hereby consents to the transfer of control of
the CVI Franchise Agreements to Time Warnf~r, Inc., or its sub-
sidiary, however, CVI shall remain as the F~anchisee.
2. The Board acknowledges that CVI, under the control of
Time Warner, Inc. agrees to comply with all provisions of Collier
County Ordinance No. 88-90.
3. The Board acknowledges that CVI has agreed to pay for
outstanding franchise fees, it any, which are certified as still
owing when the County completes its current internal audit by the
Clerk of Courts, Internal Audit Division, for the years 1990 to
1994; however, CVI is not waiving the right to review said audit
report and to object to miscalculations or errors contained
therein. If the County cannot complete the audit because CVI is
unable to produce financial documentation for the years of 1990
and 1991, County staff and CVI must agree on a negotiated settle-
ment by December 20, 1995 or this Resolution shall be null and
void.
4. By consenting to and agreeing to accept this transfer
and assignment, neither the County nor Time Warner, Inc., waives
any rights either may have under federal, state, local law or the
CVI Franchise Agreements.
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5. This Resolution shall take effect immediately upon
adoption and shall supersede Resolution No. 95-655.
/ -'- day of
{J~,
This Resolution adopted this
1995,' ~.~,~.~r matron, second and majority vote lavoring the same.
.... }.TTEST; ....
. DWIGHT. E: iilRocl<"
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CLERK
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~ppC:ve~~~~~~~ form and
legal sufficiency:
;,/ 'A d,' ,; II v1vL------
HeU1 F. A~ton
Assistant County Attorney
hf..ftw11H79
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORI~
By: ld ~ ~ 1
~ MATTHEWS, CHAIRMAN
B:" Ci,(j", 2,17
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