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1'li • <br />8r99tm.cWevsk <br />RESOLUTION NO. 99- 87 <br />A RESOLUTION OF INDIAN RIVER COUNTY, <br />FLORIDA, CONSENTING TO A TRANSFER OF <br />CONTROL OF THE ULTIMATE PARENT COMPANY OF <br />FALCON CABLE MEDIA. <br />WHEREAS, Falcon Cable Media ('Franchisee") holds a valid franchise (the <br />"'Franchise") to operate aaa cable tellevision system (Me "'Cable Syste(W) in Indian <br />River County, Florida ("FranchiOV AtulhoiflY") and <br />WHEREAS, Charter Communicabonrs, Inc.. and certain aft Wes of the <br />Franca1aisee (inxluding the Franchisee's duliimate patent wmpany, Falcon <br />Communications. L.P., hereinafter ''IFCLP") have entewd into a Putt hale and <br />Conttii'bution Agreement (the "Agteemnent") dated May 26„ 1999. pursuant to which <br />CCI."s affiliate Chatter Cable, LLC ('Chatter") Will acquire conttol of FCLP (the <br />"'Transaction"),; and <br />WHEREAS, The Franchisee and Charter have requested consent by the <br />Franchising Authority to the Transatatiiom ,and <br />WHEREAS, the Franchise Authority has condluded that Charter has the <br />requi6 to lega'i., Technical, and firnandial qualifications; to oven and operate the Cable <br />System; <br />NOW. THEREFORE, BE IT RESOLVE0 BY THE BOARD OF COUNTY <br />COMMISSIONERS OF INDIAN DIVER COUNTY. that in consideration of the <br />foregoing; <br />e.. The Fratndhising Authority consents to the Transaction, effetaliue immediately upon the <br />dosing of the transactions contemplated by the Agreement, <br />2, The Franchising Authority confirms, that the Franchise meld by the Franchisee is valid <br />and Is to full forme .and eifecl„ and that the Franchises is materially in compliance with <br />Ilse Franchise. <br />3. This resolution shall bmat no efoeliva ore tho rials of its passage. <br />The resolution was moved for adoption by Commissioner Adams , <br />and the motion was seconded by Commissioner Ginn and, upon <br />being put to a vote, the vote was as follows: <br />Chairman Kenneth R. Macht <br />Aye <br />Vice Chairman Fran B. Adams <br />Aye <br />Commissioner John W. Tippin <br />Aye <br />Commissioner Ruth M. Stanbridge <br />Commissioner Caroline D. Ginn <br />Ay <br />ye <br />