The URL can be used to link to this page

Home My WebLink AboutADELPHIA 1G - 2005City of Santa Ar - f Clerk of the Council AGREEMENT TERMINATION FORM COTC Office Use Only Please complete this form when the attached agreement and all FEB -6 PH 3: 36 amendments (if any) are no longer in effect. CITY OF Return form to the Clerk of the Council Office (M-30). F�K FA OUNCIL Call 647-6520 if you have any questions. I The agreement with Adelphia Cable Communications No. A-1982-039 was completed on 11/19/15 and final payment has been made. (List all amendments. Use space below if needed.) A-1983-015 Department: PRCSA A-1985-002 A-1989-013A Phone/Ext.: 5254 A-200- A-2004-169 169 ® COPY Signature: _ A-2005-029 Date: 11/19/15 Revised 08-23-10 I~SURANC~ dN fill WORK MAY PROCEED UNTIL INSURANCE EXPIRb 5 -Ito -0 5 _..- ...- CLERK OF COUNCIL DATi:, ;¡. -( $-<.:>S' A-2005-029 SEVENTH AMENDMENT TO CABLE TELEVISION FRANCHISE AGREEMENT D:CfIO~ (,).1.(; THIS SEVENTH AMENDMENT TO THE CABLE TELEVISION FRANCHISE AGREEMENT, effective as of the date specified below in Section 5, is entered into by the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California ("Grantor"), and Adelphia Cablevision of Santa Ana, LLC, dba Adelphia Cable Communications, a Delaware Limited Liability Company ("Grantee"). RECITALS: A. Grantee currently operates and maintains a cable television system in the City of Santa Ana under the authority of Sections 1300 et seq. of the Santa Ana City Charter, former Article II of Chapter 15 of the Santa Ana Municipal Code (now un codified), entitled "Community Antenna Television Systems," former Article III of Chapter 15 of the Santa Ana Municipal Code (now uncodified), entitled "Cable Television Subscriber Protection," and Ordinance No. NS-1628, as adopted on May 3, 1982, which granted a nonexclusive franchise to Group W Cable, Inc., a New York corporation. The terms of that nonexclusive franchise were set forth in that certain agreement dated June 21, 1982, entitled "An Agreement between the City of Santa Ana and Group W Cable, Inc. to Use the Streets and Public Ways within the City of Santa Ana for the Operation of a Cable Television System for Fifteen Years under Certain Terms and Conditions and Fixing an Effective Date." This Agreement was later modified by a First Amendment to Agreement dated February 7,1983, by a Second Amendment to Agreement dated December 28, 1984, by a Third Amendment to Franchise Agreement dated March 6,1989, by a Fourth Amendment to Cable Television Franchise Agreement dated June 12,2002, by a Fifth Amendment to Cable Television Franchise Agreement dated February 18,2003, and by a Sixth Amendment to Cable Television Franchise Agreement dated August 2, 2004. B. Under the provisions of paragraph (d) of Section 13 of the Third Amendment to Franchise Agreement dated March 6, 1989, the City consented to the transfer of the cable television franchise from Group W Cable, Inc. to Comcast Cablevision of Santa Ana, Inc., a Delaware corporation. C. By letter dated January 31, 1997, and in accordance with Section 2.1 ("Grant") of the Agreement, as amended by the Second Amendment to Agreement dated December 28, 1984, the Grantee's predecessor-in-interest exercised its option to extend the initial IS-year term of the franchise for an additional five years by giving written notice by certified mail to the Grantor's City Manager. The Agreement, as previously extended by the Sixth Amendment, is now scheduled to terminate at midnight on February 20, 2005. D. In a transaction that was consummated on December 31,2000, Comcast Cablevision of Santa Ana, Inc. was converted to a Delaware limited liability company, and all of the ownership interests in Comcast Cablevision of Santa Ana, LLC were transferred by its parent corporation, Comcast Cablevision Corporation of California, to a wholly-owned subsidiary of the ultimate parent corporation, Adelphia Communications Corporation. This transaction, which 12097-0002\ 784594v4.doc 1 involved a change of control, did not require the prior consent of the Grantor under Section 1300 of the Santa Ana City Charter. E. On February 15, 2001, a Certificate of Amendment to Certificate of Formation was filed by Comcast Cablevision of Santa Ana, LLC with the Delaware Secretary of State. This Certificate of Amendment changed the name of Comcast Cablevision of Santa Ana, LLC to Adelphia Cablevision of Santa Ana, LLC. F. On June 25, 2002, Grantee, as well as its parent company (Adelphia Communications Corporation) and various affiliated entities, filed voluntary petitions to reorganize under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of New York. The debtors are currently operating their respective businesses as debtors-in-possession and have the right to enter into this Seventh Amendment in the ordinary course of business. G. Grantor and Grantee desire to enter into this Seventh Amendment for the purpose of extending their respective rights and obligations under the Agreement for an additional period of time, not to exceed three months from its current termination date of February 20, 2005. THE PARTIES AGREE AS FOLLOWS: Section 1. Section 2.4 ("Duration") of Section 2 ("Grant of Franchise") of the Agreement is amended in its entirety to read as follows: "2.4 Duration. Notwithstanding any provisions to the contrary set forth in this Agreement, the term of the franchise is extended for an additional period of time not to exceed four months from its current expiration date of February 20, 2005. The franchise will terminate upon the first to occur of (i) the effective date of an agreement renewing the Cable Television Franchise Agreement; or (ii) midnight on June 20, 2005. Renewal, if any, will be in accordance with then applicable law." Section 2. Except as modified in this Seventh Amendment, either expressly or by necessary implication, the terms and conditions of the Agreement remain in full force and effect. Both parties reserve all rights under applicable provisions of the Cable Act, including Sections 626 and 635. Nothing herein shall be deemed or construed as a waiver, release, or surrender of any right that either party may have under the Cable Act or any other applicable law. Section 3. Grantee's execution of this Seventh Amendment will not constitute either an assumption or a rejection by Grantee of the Agreement, nor a waiver of Grantee's rights under Section 365 of the U.S. Bankruptcy Code (11 U.S.C. §365). Section 4. This Seventh Amendment will be legally binding upon the Grantor and Grantee from its "Effective Date," as specified in Section 5 below, and upon any assignee or transferee of the Agreement that may hereafter be authorized by the Grantor, or by the U.S. Bankruptcy Court, or both. 12097-0002\ 784594v4.doc 2 . . Section 5. It is the intention of the parties that the Grantee will first execute this Seventh Amendment and then submit it to the Grantor. The Grantor's City Clerk will insert the execution date in all counterparts of this Seventh Amendment, attest to the execution of those counterparts by a duly authorized officer of the Grantor, and transmit one fully executed counterpart to the Grantee. The "Effective Date" is the date on which this Seventh Amendment is signed on behalf of the Grantor. TO EFFECTUATE THIS SEVENTH AMENDMENT, each of the parties has caused this Seventh Amendment to be signed by its duly authorized representative as of the date set forth below each authorized signature. ATTEST: "GRANTOR" i-k CITY OF SANTA ANA ~~-~ TO FORM: / í. ,// ,- By:~¿fc /jl_2,~-- City Manager City Clerk Date: ¿ //y/[:- I .I "GRANTEE" ADELPHIA CABLEVISION OF SANTA ANA, LLC, a Delaware limited liability company, dba ADELPHIA CABLE COMMUNICATIONS By: UCA, LLC, a Delaware limited liability company, its sole member, By: ACC Operations, Inc., a Delaware corporation, its sole member, ~. AP. ROV..ED AS TO FORM: . ,-~-tá-YdduJ Corporate Counsel B: 12097-0002\ 784594v4.doc 3 " ACQR/J,. .. ......,~;.-..... ',' ..t'.".;...}.~.. ",,!.,iI.I:j..I".~'-C~<J;G'.:.'. 'I.'.~-,.,-'.,'.. ~Ris:k !lêr'Vi(;es, :&;n~. of pennsylvani.ð. DDO;nion Tower, 10th F100r 825 Lih@r'ty Avenue Pit~sÞurgh PA 15222-3110 USA DAT£(iIIM DC ) 05/l8 ZOO4 11D8 CJ<l(nFlCATE IS I$!iQBD AS A MATIT.B or ìNFòltMATIONONLY CONPERS NO IIIGHrS VtON nœ CEl<T1nCATE HOLDER. 1;1115 CEll.TII'ICA TE DOFS NOT AMI!NJ). EXJ1lN1,) OR ALTER THE COVERAGE AFroIUlEJ) BY TJ¡Q¡ POLICIES 81!L0W. INSIJIlERS AWORDINÇ COVEllAGE "'ONE. 41.2 594-7$OQ ."". 412 S62-S60,6 """:1phi~ cablev;s;on It - '2--c-D4.-( ~ of $an'tå Ana., I.LC % Ade1phia CGJllDunica'tions S61~ ~ p.r~ay . G"""nwood vi 11 age (0 80Ul USA NAIC t 1N!.1JR1!R.A.! ~er;~n Guarantee & Liabi1ity Ins Co l6~47 ~ 1NSIURIIlI, Ameri~an Home Assurance Co. 19380 """"""''' InSur4ft~. 'ompany gf the SLaL@ of PA 19429 '5 :s rKSù~ D; New Hamøshir@ Ins GO 23841 I;; '" south Ins co 402~8 ~ , ftml'QllCiI\t OI'INS\J]""'Ç'SUSYEIJ fiLOW ""VI! III!I!>I ~IIIil)TO tHIIJNSIJAfD NAMI!D ABOVE 1'00. THE PQ!.lÇ'{ PEIUOtlINtIICA1I'b. NOIWm/STr.NOlNü ANY IUiQUI1I!MeNr.1mM OR ÇONtm"rJN OPANVCONtRÞ,(;TOR onœ& DOCl.DoœNTwrrK RJ!SP=ro WIIlŒ TI<IS Œlml'lCATEMAY 1m ISSUED OR OoIAY _TAD<. tHIIlNSOItANcE Am"''''''' ay 1HI!1'OL\CIiiS DII!Cam8D _IS SIJ8IOcrro AIL 1HI! """"'./iXCLIISIONS AN'b èONOITIONS OFSOCR I'\J[JÇD¡S. AOOIII!OATEUMrnI SHOWN MAY RAV6B""~ &y r"", <;U.JMS. - Lft . A 05/16/05 TYPE 01' MClMN<Z roucv I'UMIû. ~ fn'E tOLlCY tXPIaATIQIIII ØA~1'\') Do\,UcMM\OO\YYI 05 16/04 0'/16/05 IlAL UABlLm )( (YtI-oIum;::w.œNQr..\L LIAIILIfy "'-""" """" [!] aœu. x SIt AppHø GL48(1õU ,~ (",fLy /):L I'OUCY D:g:OI.OC . AL511go¡? ANY AOro ~, . Al,.UðI090 Id.L OWJ'q;D II.1J'TC1: no; . ~IWTOS 4L5HW088 .... . _NIT05 AI.5l1190119 """,",-AIIrOS VA 05/16/0. 0'/16/0' 0$/16/04 05/16/04 OS/161O~ 05/16/05 OS/16/05 tu::E.D.QIBUUA l..LUIi..ft'Y I!J 0«01II D'~'",- 1 NJ ~r..11. """""""U - Ð Ð E C WOUIi:8S~~1'IOlIAI'fD , IM.un....U\B~ A.\ft P80PRŒJœ..J PAR'l"ND.IU1!CUt1w -ÐII:LUDEÐ! ."~"""~'AOvmiIQNS ..... . WC5lU7l) 1ICS2127~ WCS2~71.1. CA !n.1oded 05/16/04 05/16/04 05116/04 OSIÌ6M 05/16/05 0'/16/05 0",",,' LIMffS ""'" 0C1:IJM<Na! --TO""",",, -- 11,750,000 $1,750.000 P£uæ,I..u...MY QQtm,y GlN'lMLNICJIt83AU U,7S0,OOO I .. n.7$O.OOO :; .. U,75O,OOO ~ is .... '^ 'PROOU(:n -~ 0\00 toMBINm #tft;¡.¡:¡;UMIT ""'- BODILY SWOln' {Petpell6ll. Sl.OOO,OIlO ~ .. "8 1:1 '" " ~ 1O!Mr..'IJrUU1\'Y ""-, rROPIiaTY DAMAOI. "........" AI1J'OOt4f.Y-EA~CJIbtrT """"''''-''' Al1rOONLY: ..""" ..- EAa<~ AGGOEGATI< SlO,ooo.ooo II- eACHACCJD~ &i.. Dt9EÞæ-ü IIoII'LOYIE EL DlftAft.-fOLIÇV UMrr 11,000.000 = n.ooo.ooo !II! U.OOO.OOO D ' ~ II h ß ~ I t!,;. iii:7..! ~ EE - UEBCaU'IJONOPOIÆU.'I'ION9.II.œ.A.~SfOli5~BYIDtOOitSPQNI'JD£Cw.PRQ\I'JRCIK. The city of Santa AftI. its OfficerSE employ~s, agent!:. volunt..rs and rl!present:.1.'t1ves: ar. incll,.ldiit:d iI.$ Additionai Insul'Od fo" çeneral LiablHty ATIMA. the in'U"MCe as i. afforded by this poli<y is I>rj".ry. C1 ty of sant", Ani DePl~n~ Of publit WOrk. 2{J Civ'fe Cen~.,.. Drlve Snnt.. Ana G\ 9l70Z USA SHOUUI.vrr ÐfI'rHIMOVIS DESCulm~ GCANœIll!rJ BEFOU 'fIœ.WIRA'T1OH ~1!S ~1IŒ lJSlJINÇ INsURaRWII,.\.~----.w... ~:DA. WNn'BNNOuœronŒCD.'JDIIC.4t1i:IIOUJQlNAMIilJ'rOnŒL2ti. çr '~'1'¡gr-\~'.'RIII:~ = .~p-=i¡¡'''''.;rr:~': (y~e ~ 170/c0'd 17S59¿179 01 000S8[[171¿ ~'!~~ <-/ ~IHdl3a~ ~~ 17[:17, 170. 50 ~ON .. AD91TIONAl INSURED ENDORSEMENT ."SUranee CompaQ)' lIoIez:ican Home Assuran"~ Co, 'r11is endorsement modilies such insurance :1$ is a/forded by the pro~ialJ3 of # 4R06 ~4" relating 10 1M fo/lowing: . . 1. The Ci1y Of Santa Ana. 20 Ciyic CORler F1~a, Santa ArIa. Calífornia ' 927Q1; ilS otlicers. "mploy~. agenlo Bnd voluntelltlll/'e n*"1e.c 011$ .<ldiöoru¡1 inSUle.,.,. raddiliOl1a1 in$ureds") ¥lith reg..nt 10 tiab<lily and derenu of aoils "rising tom !he Olera50ns and US~S Ped'OImed by or 011 behalf of Ihe named irlsUtilod. -- . . .PQljcy , 2, Will tespect 10 cfaÎn\S ati&ing 0IIt of th... °peralions and IISe8 pllformed by 0( on behalf or Ihe named ìnsUl1!d, suct¡ inSllrance as II; atfoRl8d by thiJ policy is primary and is nol :ld(liliQlQII<I <It conlJ1ÞUlïflg Wi1h ally other l'lslJnlnce "atrled by or (tit the benefit of the additloR~,I /¡Uu{eds. , 3. 'This in$lJran~ 8øpfius sBparately 10 each ¡/Wured aga¡R$1 w~ claim is maD'e or suit is broughl exCepI Wllh respeçt 10 the C:ompany"s Ii/TIII$ of fiabiury. Tfte inelu-$icn of any pers"" or organïZiltIon as "n ÍI1sured shaN not a~ef any right which such person or arg:r.nÌ2"lion woolll have as " claimal)l if '101 a.. Included. 4. Wilh respeer 10 the additional insureds, Ihls insurance Shall RQI ~ canceled. or materially reduœd În eoverase or limits .¡rœpe afttr thirty (30) d.a~ wñtten 'Iotice has beetl ¡ivE:n 10 !he City 01 Sant;! Ana. 20 Civic CenlerPl823, Santi "'" Cafifornia 112701. (Completiol1 ot lIIe following. [ncluding coul1l@rslgr¡aturø. ì$ required to make Ihis endor~"IJ1..nl sH..eri"'e.) EffeCWie Poky # S/1f,,/04 4806343 Adelph~â Cablevisian .Ihis endorsetJlenl form as a part of Isslledto of S"nta Aua, -LLC NlIn1~ 'nsu<@d Countersigned by ~.....~~ tited ~pr~entatjye ~ ~ryd'- VO/£Ø'd VS69¿V9 01 000S8££vt¿ ~IHdl3a~ ~~ v£;vt v0. 60 nON