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<br />STATE OF MINNESOTA <br />COUNTY OF Anoka <br />CITY OF Centervi]' e <br /> <br />RESOLUTION NO. ~ APPROVING <br />THE TRANSFER OF OWNERSHIP OF GROUP W CABLE <br />OF THE NORTH CENTRAL SUBURBS, INC. <br /> <br />WHEREAS, Group W Cable, Inc., a New York Corporation <br />(hereinafter "Group W Cable"), by and through Group W Cable <br />of the North Central Suburbs, Inc., a wholly-owned subsi- <br /> <br />diary, owns, operates and maintains a cable television sys- <br /> <br />tern in the City pursuant to the terms and conditions of City <br /> <br />Ordinance No. <br /> <br />40 <br /> <br />(hereinafter "Cable Communications Fran- <br /> <br />chise Ordinance"); and <br /> <br />WHEREAS, Group W Cable desires to sell and otherwise <br /> <br />transfer all of the issued and outstanding shares of the <br /> <br />capital stock of Group W Cable of the North Central Suburbs, <br /> <br />Inc. to North Central Cable Communications Corporation <br /> <br />(hereinafter "North Central") and ther.e.by transfer control <br /> <br />of Group W Cable of the North Central Suburbs, Inc., to <br /> <br />North Central; and <br /> <br />WHEREAS, Group W Cable has requested the consent from <br /> <br />the City to a change in ownership and control of Group W <br /> <br />Cable of the North Central Suburbs, Inc., to North Central; <br /> <br />and <br /> <br />WHEREAS, the North Central Suburbs Cable Communications <br /> <br />Commission (hereinafter "Commission") has been delegated the <br /> <br />authority and responsibility to coordinate, administer and <br />