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WHEREAS, Comcast, as the ultimate parent corporation of Franchisee, has agreed to
<br /> divest and transfer the Franchise and Cable System to Midwest Cable, Inc., in a process
<br /> described in the Transfer Application(the"Proposed Transaction"); and
<br /> WHEREAS, immediately following the closing of the Proposed Transaction, Midwest
<br /> Cable, Inc., will be renamed GreatLand Connections, Inc., and, for the purposes of this
<br /> Resolution, the transfer applicant will be referred to as"GreatLand"throughout; and
<br /> WHEREAS, Comcast filed a Federal Communications Commission Form 394 with the
<br /> Commission on June 18, 2014, together with certain attached materials, which documents more
<br /> fully describe the Proposed Transaction and which documents, with their attachments, contain
<br /> certain promises, conditions, representations and warranties (the"Transfer Application"); and
<br /> WHEREAS, under the Proposed Transaction, the Franchise and Cable System will stay
<br /> with Franchisee, and its ultimate parent company will be GreatLand; and
<br /> WHEREAS, under the Proposed Transaction, the ultimate ownership and control of the
<br /> Franchisee and the System will change, and it requires the prior written approval of the City; and
<br /> WHEREAS, Comcast, through its subsidiaries, provided written responses to some of
<br /> the data requests issued by the Commission, including directing the representatives of the
<br /> Commission to publicly filed and available information, and information posted to Comcast
<br /> Corporation and other websites (the"Data Request Responses"); and
<br /> WHEREAS, the Commission reviewed the Transfer Application and considered all
<br /> applicable and relevant factors and has recommended conditional approval by all of the Member
<br /> Cities; and
<br /> WHEREAS, in reliance upon the representations made by and on behalf of Comcast of
<br /> Minnesota, Inc., Comcast, and GreatLand, to the Commission, the City is willing to grant
<br /> consent to the Proposed Transaction, so long as those representations are complete and accurate;
<br /> and
<br /> WHEREAS, the City's approval of the Proposed Transaction is therefore appropriate if
<br /> the Franchisee will continue to be responsible for all acts and omissions, known and unknown,
<br /> under the Franchise Documents and applicable law for all purposes, including (but not limited
<br /> to) franchise renewal.
<br /> NOW, THEREFORE, BE IT RESOLVED BY THE CITY OF ROSEVILLEAS
<br /> FOLLOWS:
<br /> Section 1. The City's consent to and approval of the Transfer Application is hereby
<br /> GRANTED in accordance with the Franchise Ordinances, subject to the following
<br /> conditions:
<br /> 1.1 Neither the Franchise, nor any control thereof, nor the System, nor any part of the System
<br /> located in the City's public rights-of-way or on City's property, shall be assigned or
<br /> transferred, in whole or in part, without filing a written application with the City and/or
<br /> the Commission and obtaining the City's prior written approval of such transfer or
<br /> 2
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