§ A214-16. Change of ownership or control.

A. 

A franchise shall not be assigned or transferred, either in whole or in part, or leased, sublet, or mortgaged in any manner nor shall title to the cable system be transferred, legal or equitable, or any right, interest or property therein pass to or vest in any person without the prior written consent of the Township. After receiving the request for transfer, the franchising authority shall, in accordance with FCC rules and regulations, notify the company, in writing, within 30 days of the information it requires to determine the legal, financial, character, technical, and other related qualifications of the transferee. If required by law or regulation and if the franchising authority has not taken action on the company's request for transfer within 120 days after receiving such requested information, consent by the franchising authority shall be deemed given unless the parties agree to a extension of time.

B. 

The company or its parent company shall not sell, transfer or dispose of 25% or greater ownership interest in the company or more at one time of the ownership or controlling interest in the system or 25% cumulatively over the term of the franchise of such interests to a corporation, partnership, limited partnership, trust or association, or person or group of persons acting in concert without the consent of Township. Every sale, transfer, or disposition of 25% or greater ownership interest as specified above in the company shall make the franchise subject to revocation unless and until the Township shall have consented thereto.

C. 

The company shall not change control of the company or its parent company in whatever manner exercised without the prior written consent of the Township.

D. 

Every change, transfer, or acquisition of control of the company shall make the franchise subject to revocation unless and until the Township shall have consented thereto. For the purpose of determining whether it shall consent to such change, transfer, or acquisition of control, the Township may inquire into the legal, financial, character, technical and other public interest qualifications of the prospective transferee or controlling party, and the company shall provide the Township with all required information. The Township reserves the right to impose certain conditions on the transferee as a condition of the franchise as allowed by law and to ensure that the transferee is able to meet existing ordinance and franchise requirements.

E. 

Any financial institution having a pledge of the franchise or its assets for the advancement of money for the construction and/or operation of the franchise shall have the right to notify the Township that it will take control and operate the cable television system. If the financial institution takes possession of the cable television system, the Township shall take no action to effect a termination of the franchise without first giving to the financial institution written notice thereof and a period of six months thereafter (unless otherwise provided herein below) to allow the financial institution or its agent(s) to continue operating as the company under the franchise and to request the Township, and for the Township to determine whether, to consent to the assignment of the company's rights, title, interest and obligations under the franchise to a qualified operator. The Township acknowledges that, in order for the financial institution to realize upon the collateral accorded to it by the loan documents, the financial institution must be entitled to a reasonable period of time after taking possession of the franchise under the loan document to obtain the Township's consent to an assignment of the franchise to a qualified operator. The Township agrees that such reasonable period of time is six months after the financial institution takes possession of the cable communication system and, further, agrees that the Township shall use its best efforts to decide upon the assignment of the franchise to the new operator proposed by the financial institution within such period of time. The financial institution shall be entitled to such possession and other rights granted under this subsection until such time that the Township determines whether to consent to such assignment (the "extended time"). If the Township finds that such transfer after considering the legal, financial, character, technical and other public interest qualifications of the applicant are satisfactory, the Township will consent to the transfer and assign the rights and obligations of such franchise as in the public interest. During the six-month period or extended time, the financial institution shall enjoy all the rights, benefits and privileges of the company under the franchise, and the Township shall not disturb such possession by the financial institution, provided the financial institution complies in all respects with the terms and provisions of the franchise and this ordinance. The various rights granted to the financial institution under this subsection are contingent upon the financial institution's continuous compliance with the terms and provisions of this ordinance and the franchise during the entire aforementioned six-month period or extended time, if applicable. For example, should an agent of the financial institution take possession of the cable communication system pursuant to rights granted to the financial institution under this subsection, and such agent fails to comply with the level of service requirements set forth in this ordinance or the franchise, the rights granted to the financial institution under this ordinance and the franchise shall automatically terminate.

F. 

The consent or approval of the Township or any other public entity to any transfer of the company shall not constitute a waiver or release of the rights of the Township in and to the public property or public rights-of-way, and any transfer shall, by its terms, be expressly subordinate to the terms and conditions of this ordinance and the franchise.

G. 

Based upon public information, the Township reserves the right to be informed of the purchase price of any transfer or assignment of the cable system.

H. 

Any approval by the Township of transfer of ownership or control shall be contingent upon the prospective party submitting a guarantee in writing that it will comply with the terms and conditions of this ordinance and the franchise Agreement.