The rights accruing to the franchisee under the agreement are nontransferable without the written consent of the city. Assignments or other transfer of the franchisee agreement without the written consent of the city shall be grounds for default and termination. This clause shall not apply to assignments of accounts receivable or to mortgages, deeds of trust, or similar financing instruments, unless operational or organizational control of the franchisee is altered by such instruments.
(Ord. 205 § 3, 2001)
A franchise and any rights or obligations of the franchisee under the franchise agreement shall not be sold, assigned or transferred, either in whole or in part, or leased, sublet, or mortgaged in any manner, nor shall title thereto, either legal or equitable, or any right, interest or tangible or intangible property therein (tangible property being defined as more than twenty-five (25) percent of the tangible property of the franchisee located in the city either cumulatively or at any one time), pass to or vest in any person without prior written consent of the city. Such consent shall be required for a transfer in trust, mortgage, or other hypothecation in whole or in part to secure an indebtedness, provided, however, that such consent shall not be unreasonably withheld, and that such consent shall not be required for purchase money security interests incurred in the ordinary course of business. The franchise shall deposit with the city an amount determined by the cable administrator as necessary to reimburse the city for all city and third party costs incurred by the city with respect to the city’s review of such transfer.
(Ord. 205 § 3, 2001)
4.20.132.4.1. 
The city shall have one hundred twenty (120) days from the date of submission of a completed FCC Form 394, together with all exhibits, and any additional information required by the terms of the ordinance codified in this title or the franchise agreement or applicable state or local law to act upon an application to sell, assign, or otherwise transfer controlling ownership of a cable system.
4.20.132.4.2. 
At any time during the review process, the city reserves the right to require additional supporting documentation from a franchisee or any other person involved in the action or proposed action to support the showing required of franchisee under this section. A franchisee shall provide all requested assistance to the city in connection with any such inquiry and, as appropriate, shall secure the cooperation and assistance of all other persons involved in such action.
4.20.132.4.3. 
If the city questions the accuracy of the information provided under the previous paragraph it must notify the cable operator within thirty (30) days of the filing of such information, or such information shall be deemed accepted, unless the cable service provider has failed to provide any additional information reasonably requested by the franchise authority within ten (10) days of such request.
4.20.132.4.4. 
If the city fails to act upon such transfer request within one hundred twenty (120) days, such request shall be deemed granted unless the franchise authority and the requesting party otherwise agree to an extension of time.
4.20.132.4.5. 
A franchisee shall promptly notify the city of any action or proposed action requiring consent of the city pursuant to this section. A franchisee shall submit to the city an original petition, which includes the completed FCC Form 394, and four copies, unless otherwise directed, which petition shall fully describe the terms and conditions of the action or proposed action subject to this section and clearly state the basis on which the petition should be approved. The petition shall also contain all documentation to support the showings required of franchisee under this section.
4.20.132.4.6. 
The city may deny such a petition, among other grounds, for a franchisee's failure to submit the information needed to support the required showings.
(Ord. 205 § 3, 2001)
4.20.132.5.1. 
As a condition of the city's consent, the proposed transferee must agree to comply with all provisions of the ordinance codified in this title and the franchise agreement, and must show the financial, legal, technical and character qualifications to do so. The proposed transferee or franchisee, as determined between themselves, will bear the cost of independent evaluation of these qualifications.
4.20.132.5.2. 
Failure to produce the documents required under this section shall constitute fraud on the franchising authority and may result in a denial of the transfer.
4.20.132.5.3. 
A proposed assignee or transferee must demonstrate that it possesses the legal, financial and technical qualifications necessary to perform all the terms, conditions and obligations under the franchise agreement for the remaining term thereof, and such reasonable additional obligations required of the assignee or transferee by the city for the specific and limited purpose of assuring the performance by assignee or transferee of all the terms, conditions and obligations of the franchise agreement, and in this connection, a proposed assignee or transferee must provide information regarding legal, technical, financial, character, and customer service.
4.20.132.5.4. 
Legal qualifications. The application shall identify the proposed assignee or transferee and, if the proposed assignee or transferee is not a natural person, each of its officers, directors or shareholders owning or beneficially holding five percent or more of its outstanding voting shares, general partners and limited partners holding an equity interest in the proposed assignee or transferee of five percent or more, and the respective percentage share of each such identified officer, director, shareholder or general or limited partner. The proposed assignee or transferee shall disclose any pending administrative, legal, equitable or dispute resolution proceeding and any adverse finding made or adverse final action taken during the past three years by, any court, administrative body or arbitrator with respect to the proposed assignee, transferee or officers, directors, or other persons having a legal or equitable interest in five percent or more of the voting stock of such transferee or assignee in a civil, criminal, administrative or equitable proceeding brought under the provisions of any law or regulation related to the following: any felony, revocation, suspension or involuntary transfer of any authorization (including cable or cable service provider franchises) to provide video programming or other communications services; antitrust or unfair competition; fraudulent statements to a governmental unit; material breach of the franchise agreement pursuant to a finding of default under the franchise agreement including, but not limited to, a material failure to provide PEG access channels, facilities or equipment; or final rate regulation proceeding in which the proposed rate was not sustained.
4.20.132.5.5. 
Financial qualifications. The proposed assignee or transferee must demonstrate that it has sufficient net liquid assets on hand or available from committed resources to consummate the transaction and any proposed upgrade or rebuild, construction or reconstruction of the cable system and operate the franchisee's cable system for six months. The application for transfer shall include recent financial statements, including audited financial statements if available, of the proposed assignee or transferee prepared in accordance with generally accepted accounting principles, including balance sheets, income and expense statements, capital expenditure statements and accompanying notes for the past three years. Such statements, if not otherwise publicly available, may be designated as confidential and shall be maintained as such by the city to the extent permissible by law.
4.20.132.5.6. 
Technical qualifications. The application shall set forth a narrative account of the proposed assignee's or transferee's technical qualifications, experience and expertise regarding cable systems. The narrative account shall include, but not be limited to:
4.20.132.5.6.1. 
List of the cable systems currently and formerly owned or operated by assignee or transferee within the past three years;
4.20.132.5.6.2. 
Summary information concerning appropriate management personnel that will be involved in the management and operation of the assignee's or transferee's cable system;
4.20.132.5.6.3. 
A list of any material violations of the technical rules of the FCC or of federal, state or local governments, including but not limited to violations of rules or regulations regarding signal quality, safety and construction cited during the past three years by any franchising authority or by local, state or federal governments involving currently or formerly owned or operated cable systems; and
4.20.132.5.6.4. 
Any and all technical or safety reports, summaries, or inspections involving currently or formerly owned or operated cable or cable systems issued or written by any person within the past three years. The narrative report shall also include as an exhibit copies of any and all inspection or other reports, whether published, public, or in draft form for any above listed system; without regard to the source or authorship of said reports.
4.20.132.5.7. 
Customer service. The application must submit to the city:
4.20.132.5.7.1. 
A reasonably detailed narrative describing, or a representative manual (if such a manual exists) containing, assignee or transferee's customer service procedures;
4.20.132.5.7.2. 
Copies of at least two representative annual customer notices provided by other systems owned or operated by assignee or transferee;
4.20.132.5.7.3. 
A summary of assignee or transferee's proposed billing procedures;
4.20.132.5.7.4. 
A sample customer service bill which assignee or transferee proposes to use in franchisee's system; and
4.20.132.5.7.5. 
A copy of a sample customer service complaint log or form, printed out from an electronic or computerized complaint recording system, which assignee or transferee proposes to use in franchisee's system.
(Ord. 205 § 3, 2001)
The proposed assignee or transferee must agree to comply with all provisions of the franchisee’s franchise agreement and the ordinance codified in this title, as well as such reasonable additional terms and conditions as the city may require for the specific and limited purpose of assuring the proposed assignee’s or transferee’s compliance with such provisions, including without limitation such additional terms and conditions as the city may require to remedy or avoid the recurrence of any past violations of the terms of a franchise or of applicable federal, state or local law or regulations in the operation of franchisee’s, assignee’s or transferee’s cable systems or service.
(Ord. 205 § 3, 2001)
4.20.132.7.1. 
Franchisee's responsibility. A franchisee shall assist the city in its inquiry into an assignee's or transferee's capabilities under this section. The franchisee shall promptly notify city of any actual or prospective change in control of franchise.
4.20.132.7.2. 
Assignee's or transferee's responsibility. In seeking the city's consent to any change in ownership or control, assignee or transferee shall have the responsibility to establish, to the satisfaction of city, that assignee or transferee has all the legal, financial and technical qualifications necessary to perform all of the terms, conditions and obligations of the franchisee under the franchise agreement for the remaining term thereof. The city may request, and assignee or transferee shall provide, all reasonable financial data relative to the transfer, including but not limited to the materials specified in this section. In addition, assignee or transferee shall provide to the city the terms and conditions of the sale, credit agreements, partnership agreements and any other information reasonably related to the assignee's or transferee's acquisition of the franchise agreement which is needed to clarify the change of ownership.
(Ord. 205 § 3, 2001)
The franchisee shall notify the city promptly of any proposed change in, transfer of, or acquisition by any other person of control of the franchisee or any parent company. For purposes of the ordinance codified in this title, a change of control of the parent company will be deemed to have taken place upon the transfer of ten (10) percent or more of the common stock, shares, or units of such parent company to an unaffiliated entity. Every such change shall make the franchise agreement void and terminated unless and until the city has granted consent.
(Ord. 205 § 3, 2001)
4.20.132.9.1. 
The word "control" as used in this section is not limited to major stockholders but includes de facto control or significant influence with respect to the operation of the franchisee's cable system. For purposes of this section, "significant influence" occurs where a person other than the franchisee or a person controlling, controlled by or under common control with the franchisee exercises working or effective control of decisions affecting the operation of the cable system.
4.20.132.9.2. 
A rebuttable presumption that transfer of control has occurred, including transfer of control in fact (i.e., transfer of de facto control), shall arise upon the acquisition or accumulation by any person, or group of persons, of ten (10) percent of the voting interest of a publicly held franchisee or of the person exercising management authority over such a publicly held franchisee, or of twenty-five percent (25%) of the voting interest of a privately held franchisee or of the person exercising management authority over such a privately held franchisee.
(Ord. 205 § 3, 2001)
Any assignment of franchise or transfer of ownership or control of franchisee without the prior consent of the city shall null and void the franchise unless later ratified by the city and shall: (i) be deemed a material breach of an agreement and (ii) among and/or in addition to other remedies available to the city, be subject to a liquidated damages assessment, on a daily basis, until the taking of a transfer or assignment is approved, or if not approved, until the prior ownership, control or other status quo ante is restored to a condition satisfactory to the city. Failure to meet the requirements of this section will result in foreseeable damages in an amount specified in the section titled, “liquidated damages.” Both the franchisee and the assignee/transferee shall be jointly and severally liable for liquidated damages accrued pursuant to this section.
(Ord. 205 § 3, 2001)
If the city fails to approve or denies its consent to any such assignment of franchise or transfer of ownership or control of the franchisee and such action has nevertheless been effected, the franchise is terminated unless control of the franchisee or the system is restored within ten (10) calendar days to its status prior to such unauthorized action or to a status acceptable to the city.
(Ord. 205 § 3, 2001)