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CC Resolution 1995-081^!I RESOLUTION NO.95-81 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LA QUINTA, CALIFORNIA; APPROVING THE AGREEMENT RELATING TO THE CONSENT OF THE CITY OF LA QUINTA, CALIFORNIA TO THE TRANSFER OF CONTROL OF THE FRANCHISE AGREEMENT GRANTED TO PROVIDENCE JOURNAL COMPANY WHEREAS, Colony Cablevision of California, a division of Providence Journal Company, 1t Franchisee") is the duly authorized holder of a franchise as amended to date, the Franchise") authorizing the operation and maintenance of a cable television system and authorizing Franchisee to serve the City of La Quinta Franchise Authority"); and WHEREAS, Providence Journal Company PJC") and Continental Cablevision, Inc. Continental") have entered into an Amended and Restated Agreement and Plan of Merger dated as of November 18,1994 the Agreement"), subject to, among other considerations, any required approval of the Franchise Authority with respect thereto; and WHEREAS, in connection with the merger and other transactions the Transaction") contemplated by the Agreement, the franchise held by Colony Cablevision of California, a division of PJC, will be assigned to Colony Communications, Inc., a wholly owned subsidiary of PJC which, as a result of the Transaction, will become a wholly owned subsidiary of Continental; and WHEREAS, to the extent the franchise requires, Continental and PJC now seek approval of the Transaction; and WHEREAS, the transfer was originally denied on June 23, 1995, due in part to unresolved franchise dispute issues; and WHEREAS, the parties have now resolved the prior franchise disputes and have entered into a new franchise agreement; and WHEREAS, the Transaction is deemed to be in the best interests of the residents of the City of La Quinta; NOW, THEREFORE, BE IT RESOLVED BY THE CITY OF LA QUINTA AS FOLLOWS: SECTION 1. The Franchise Authority hereby approves the execution of the AGREEMENT RELATING TO THE CONSENT OF THE CITY OF LA QUINTA, CALIFORNIA TO THE TRANSFER OF CONTROL OF THE FRANCHISE AGREEMENT GRANTED TO PROVIDENCE JOURNAL COMPANY. BIB] 08-20-1998-U01 11:45:27AM-U01 ADMIN-U01 CCRES-U02 95-U02 81-U02 ^!I I * 1 Resolution No.95-81 SECTION 2. The consent herein granted does not constitute and shall not be construed to constitute a waiver of any obligations of Franchisee under the Franchise. SECTION 3. This Resolution shall have the force of a continuing agreement among Franchisee, Continental and the Franchise Authority, and the Franchise Authority shall not amend or otherwise alter this Resolution without the consent of Franchisee and Continental. PASSED, APPROVED AND ADOPTED by the City Council of the City of La Quinta, California this 17th day of October, 1995 by the following vote: AYES Council Members Bangerter, Cathcart, Perkins, Sniff, Mayor Pen a NOES: None ABSENT: None ABSTAW: None NA, City of La Quinta, California SALNDRA L. OLA, City Clerk City of La Quinta, California APPROVED AS TO FORM: DAWN C. HONEYWELL', City Attorney City of La Quinta, California BIB] 08-20-1998-U01 11:45:27AM-U01 ADMIN-U01 CCRES-U02 95-U02 81-U02