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HomeMy WebLinkAbout86-0811 Centel Cable p�- o$t\ 1 RESOLUTION AUTHORIZING EXECUTION OF AN AGREEMENT WITH CENTEL CABLE TELEVISION COMPANY OF ILLINOIS BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, that James J. Cook, City Manager, and Marie Yearman, City Clerk, be and are hereby authorized and directed to execute an agreement on behalf of the City of Elgin with Centel Cable Television Company of Illinois for the operation of a cable television system in the City of Elgin, a copy of which is attached hereto and made a part hereof by reference. • s/ Richard L. Verbic Richard L. Verbic, Mayor Presented: August II , 1986 Adopted: August 11, 1986 Vote: Yeas 6 Nays 0 Recorded: Attest: s/ Marie Yearman Marie Yearman, City Clerk . • f: a SETTLEMENT AGREEMENT This Agreement entered into by and between CENTEL CABLE TELEVISION COMPANY OF ILLINOIS, an Illinois business corporation (Centel able), and the CITY OF ELGIN, ILLINOIS, a municipal corporation (City), as of this 14 day of 4 9 -uS 1986: WHEREAS, on December 17, 1984, City granted Centel Cable an amended non-exclusive franchise to establish and operate a cable television system in the City pursuant to the terms and conditions set forth in Ordinance No. 5-935, as amended by Ordinance No. S6-84 (Franchise Agreement); and WHEREAS, the Cable Communications Policy Act of 1984 became effective on December 29, 1984; and WHEREAS, in consideration of the amendment of its franchise by City, Centel Cable agreed to make a lump sum payment of $1,000,000 as an advance upon franchise fees to be paid to City under the terms of the amended franchise agreement; and WHEREAS, on January 10, 1985 City received payment from Centel Cable of the sum of $1,000,000 as advance payment as required by the amended franchise agree- ment between it and Centel Cable; and WHEREAS, Section 622(b) of the Cable Communications Policy Act of 1984 provides in relevant part as follows: For any I2-month period, the franchise fees paid by a cable operator with respect to any cable system shall not exceed five percent (5%) of such cable operator's gross revenues derived in such period from the operation of the cable system. For purposes of this section, the 12-month period shall be the I2-month period applicable under the franchise for accounting purposes. Nothing in this subsection shall prohibit a franchising authority and a cable operator from agreeing that franchise fees which lawfully could be collected for any such twelve month period shall be paid on a prepaid or deferred basis; except that the sum of the fees paid during the term of the franchise may not exceed the amount, including the time value of money, which would have lawfully been collected if such fees had been paid per annum. and WHEREAS, City and Centel Cable have a dispute concerning whether and how Centel Cable should be credited for the time value of money for the prepaid franchise fee paid by Centel Cable to City; and WHEREAS, Centel Cable contends that it is entitled to credit against future franchise fees payable to City for both the prepaid principal and the interest attributable thereto in accordance with Section 622(b) of the Cable Communications Policy Act of 1984; and WHEREAS, City contends that Centel Cable is not entitled to any credit for interest attributable to the prepaid franchise fee received from Centel Cable and asserts that the provisions of the Cable Communications Policy Act of 1984 were not in effect at the time of the amendment of the franchise agreement between City and Centel Cable and that therefore no credit is due Centel Cable; and WHEREAS, Centel Cable and City desire to compromise and settle their dispute upon the terms and conditions hereinafter expressed. NOW, THEREFORE, in consideration of the mutual promises, agreements and undertakings set forth herein, Centel Cable and City agree as follows: I. BUSINESS OFFICE. The Franchise Agreement between Centel Cable and City shall not be construed to require Centel Cable to maintain a business office in the City of Elgin, but that Centel Cable shall reserve the right to maintain such an office, in its sole discretion. 2. DESIGNATION OF LOCAL PAYMENT AGENTS AND TOLL FREE TELEPHONE NUMBER. That Centel Cable, in the event that it shall elect not to maintain a business office in the City of Elgin, shall nevertheless designate and authorize local payment agents located within the City of Elgin to accept payments from subscribers to its cable television system and shall maintain at all times a toll free telephone number where its authorized representative may be contacted concerning inquiries, complaints and for other purposes related to its operations within the City of Elgin. 3. RELEASE. Centel Cable does for itself, its officers, directors, successors and assigns, release and forever discharge the City, its officers, employees, agents, successors and assigns, of and from all manner of actions, causes, suits, debts, sums of money, judgments, executions, claims and demands, whatsoever, in law or in equity, asserted or unasserted, arising out of, or which may in the future arise out of, any claim for credits for interest attributable to the above-referenced prepayment of franchise fees to City. 4. NO ADMISSION OF LIABILITY. It is understood and agreed that neither party by the execution of this Settlement Agreement admits any liability to the other, 2 r I but that this Settlement Agreement is in full compromise and settlement of the disputed claim described herein. 5. AUTHORITY TO ENTER INTO SETTLEMENT AGREEMENT. Centel Cable and City represent and warrant that each is the owner of all claims and matters released or relinquished herein, that they have not assigned, transferred or encumbered all or any part of or interest in such claims and other matters, and that each possesses the full right, power and authority to execute this Settlement Agreement and, hereby, fully and effectively release or relinquish such claims or other matters. CITY OF ELGIN By/anager1i Attest: 1� 1 City Clerk CENTEL CABLE TELEVISION COMPANY OF ILLINOIS By -7/ a9 lil- Vice President and General Manager Attest: Secretary 3 1 TELEPHONE 312/695-6500 e� `~�iy i.. ICmo' klin a1 1 !gin 150 DEXTER COURT ELGIN, ILLINOIS 60120-5555 August 14, 1986 Mr. Dennis P. Zimmerman Director of Franchising Centel Cable Television Commerce Plaza 2001 Spring Road, Suite 700 Oak Brook, IL 60521 Dear Mr. Zimmermann: Enclosed find two copies of a Settlement Agreement. Please cause the agreements to be executed by the Centel Cable Television Company of Illinois and return them to me. Upon receipt I will cause the agreements to be executed by the city and return a fully signed agreement to you. Very truly yours, a0......h...) 0 .M-e--a-A-tat--/-4-4(--' Marie Yearman City Clerk nr Enclosures