HomeMy WebLinkAboutResolution No. 2017-016 Approving a Transfer of Ownership of a Telecommunications Franchise Presently Held by Astound Broadband, LLC RESOLUTION NO. 2017-016
A RESOLUTION OF THE CITY OF ARLINGTON
APPROVING A TRANSFER OF OWNERSHIP OF A TELECOMMUNICATIONS
FRANCHISE PRESENTLY HELD BY ASTOUND BROADBAND, LLC
WHEREAS, Astound Broadband, LLC, a Washington limited liability company d/b/a
Wave ("Franchisee") currently holds a franchise (the"Franchise") granted by Arlington, WA(the
"Community")to own and operate a Telecommunications System in the Community; and
WHEREAS, Franchisee is a wholly-owned subsidiary of WaveDivision Holdings, LLC, a
Delaware limited liability company("WDH"); and
WHEREAS, on May 18, 2017, Radiate HoldCo, LLC, a Delaware limited liability
company controlled by Radiate Holdings,L.P. ("Radiate Parent"),WDH,and Wave Holdco, LLC,
a Delaware limited liability Company("Wave Holdco"),the ultimate parent of WDH, entered into
a definitive securities purchase agreement for Radiate Holdco, LLC to acquire Wave Holdco from
its current owners (the "Transaction"); and
WHEREAS, Radiate Parent and Wave Holdco have filed FCC Form 394 with the
Community and have provide the Community with all information regarding the Transaction
required by applicable law(collectively, the "Application"); and
WHEREAS,the Community has reviewed the Application and determined that(i)Radiate
Parent has meets the legal, technical, and financial criteria to become the owner of Wave Holdco
and the indirect owner of Franchisee, and (ii) the Transaction is in the best interest of the
Community.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
ARLINGTON, WASHINGTON AS FOLLOWS:
1. The Community consents to and approves of the Transaction to the extent required
by the terms of the Franchise and applicable law;
2. The Community confirms that the Franchise is valid and outstanding and in full
force and effect and there are no defaults under the Franchise. Subject to compliance with the terms
of this Resolution, any action necessary with respect to the Transaction has been duly and validly
taken;
3. To the best of the Community's knowledge and belief, there are no existing facts
or circumstances that with or without the giving of notice or the passage of time, or both, would
constitute a default of any term or condition of the Franchise;
RESOLUTION NO. 2017-016 1
4. Effective upon the closing of the Transaction, the Franchisee shall remain
responsible for any obligations and liabilities under the Franchise in accordance with its terms;
and
5. This Resolution is adopted and approved in accordance with all applicable notice
and procedure requirements under all laws applicable to Community. This Resolution shall take
effect upon its passage in accordance with applicable law.
This Resolution shall have the force of a continuing agreement with Franchisee and Radiate
Parent, and Community shall not amend and or otherwise alter the Resolution without the
consent of Franchisee and Radiate Parent.
ADOPTED by the City Council and APPROVED by the Mayor this 18 day of
September, 2017.
CITY OF ARLINGTON
Barbara Tolbert, Mayor
ATTEST:
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Krislk Banfield, City CAerk
APPROVED AS TO FORM:
Ste Pelffle, City Attorney
RESOLUTION NO. 2017-016 2