12-18-2000 Commission Meeting
The City of
Aventura
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City Commission
Arthur 1. Snyder, Mayor
City Mana¡r:r
Eric M. Soroka
Arthur Berger
Jay R. Besk;n
Ken Cohen
Harry Hohberg
Jeffrey M. Perlow
Patricia Rogers-Libert
Ci(y Clerk
Teresa M. Soroka, CMC
Ci(y Attomev
Weiss Serota He]fman
Pastoriza & Guedes
COMMISSION MEETING
DECEMBER 18, 2000 4:15 P.M.
Aventum Government Center
2999NE 191'Street Suite 500
Aventura,Florida331S0
1.
CALL TO ORDER\ROLL CALL
2.
RESOLUTION:
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF
A VENTURA, FLORIDA, APPROVING THE TRANSFER OF THE
COMCAST CABLEVISION OF HALLANDALE, INC. ("COMCAST")
CABLE FRANCHISE TO DISTRICT CABLE VISION LIMITED
PARTNERSHIP ("AT&T BROADBAND") AND PROVIDING AN
EFFECTIVE DATE.
3.
DISCUSSION: CHARTER AMENDMENT PROCEDURE
4.
ADJOURNMENT.
This meeting is open to the public. In accordance with the Americans with Disabilities Act of 1990, all persons who are disabled and who need special
accommodations to panicipate in this meeting because of that disability should contact the Office of the City Clerk, 305-466-8901, not later than two
days prior to such proceeding. One or more members of the City's advisory boards may be in attendance.
Anyone wishing to appeal any decision made by the City of Aventura City Commission with respect to any matter considered at such meeting or
hearing will need a record of the proceedings and, for such purpose, may need to ensure that a verbatim record of tbe proceedings is made, which
record ineIudes the testimony and evidence upon which tbe appeal is to be based.
Agenda items may be viewed at the Office of the City Clerk, City of Aventum Government Center, 2999 NE 191' Street, Suite 500, Aventura,
Florida. 33180. Anyone wishing to obtain a copy of any agenda item should contact the City Clerk at 305-466-8901.
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December 8, 2000
VL4 FACSIMILE (305) 466-8919 &
E-Mail: SOROKAE@CITYOFAVENTURA.COM
Mr. Eric M. Soroka
City of Aventura
Government Center
2999 NE 191" Street
Suite 500
Aventura, FL 33180
RE:
City of Avemura
CorncaSTI AT&T Cable Television Franchise Transfer
Dear Mr. Soroka:
Attached please find a revised Resolution for the City of A ventura approving the proposed
transfer of the cable television franchise from Comcast to AT&T and Affidavits to be executed by
ComcaSt and AT&T.
The revised documents clearly require ComcaSt to accept all liabilities prior to the date of the
trlll1sfer. and require AT&T to accept all obligations and liabilities effecrive on and after the date of
the transfer. In addition, the Acceptance by AT&T provides that so long as Internet setVice is
deemed to be a Cable service under applicable law, the operator will include same in the calculation
of Gross Revenues on which franchise fees are based. However, AT&T has refused to incorporate
the most favored community provision and the provision defining Cable Internet service as a Cable
service as expressly set forth in the company's Acceptance of the TCI Franchise.
As discussed, the City must take acrionprior to December 3 I, 2000, in order to avoid a claim
by the cable operators that the one hundred twenty (120) automatic approval period provided for
under federal law has expired.
I am awaiting confirmation from your office in regard to scheduling a special Commission
Meeúng on December 14, 18, or 2 I ". I have been advised by both Susan Bisno and Cindy Stoddart
that they are available to attend on these dates.
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December 8, 2000
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Please do not hesitate to call should you have any questions.
Sincerely,
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Ila L. Feld {#1.
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Attachments
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MEMORANDUM
TO:
Michael Woods, Esqlvia e-mail
Susan Bisno/via e-mail
Andrew Rosenberg, Esq.lvia e-mail
Cindy Stoddartlvia e-mail
FROM:
IJa 1. Feld, Esq. ø
cc:
Mr. Eric Soroka/via/ax & e-mail
RE:
City of AventUta
ComcastlAT&T Cable Television Franchise Transfer
DATE:
December 8, 2000
Attached please find the revised Resolution and Affidavits with respect to the above
referenced subject as forwarded from the Law Finn to the City of AventUta. We are awaiting
confirmation of the date of the Commission Meeting from the City.
I have adviscd1he City that both Ms. Bisno and Ms. Stoddart are available on December 14,
18,and21".
COMC"-STMEMEO.",..
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EXHIBIT A
ACCEPTANCE OF TERMS OF RESOLUTION NO. -
BEFORE ME, appeared the undersigned authority who having been duly swom upon IDS
oath deposes and states that:
I.
The affiant is a Vice President of Comcast Cablevision of Hallandale, Inc.
("Comcast"), and is the penon authorized to execute this document on behalf of Comcast.
2.
Affiant hereby attests that Comcast, subject to a FrancIDse Agreement with the
City of Aventura, is a current fuu¡chisee in the City, and that, to the best of its knowledge.
Comcast is in compliance with all obligations set forth in Cable Television Ordmance 97-20 as
amended by Ordinance No. 98-11 (collectively, the "Ordinance") and the Franchise Agreement.
3.
The affiant is submitting this affidavit as a condition precedent to the transfer
("the Transfer") of the Comcast cable television franchise from Comcast to District Cablevision
Limited Partnership.
4.
Affiant hereby attests that, subject to applicable governing statute(s) of
limitations, in the event that it is detennined that Comcast, during the time period prior to and. up
until the date upon which the transaction between Comc!l$t Corporation, et at. and AT&T Corp.,
et aI. and the Transfer of the Franchise is completed, failed to comply with its franchise
obligations pursuant to the Franchise Agreement or to the Ordinance, Corncast may be subject to
J;xhibjtBAvcn..ral207
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appropriate damages and such other remedies as prescribed by the Franchise Agreement or by
the Ordinance as they exist upon the date of the Transfer.
s.
Corneast Corporation, et aI., unconditionally accepts all terms and conditions of
ResolUtion No.
FURTHER AFFIANT SA YETH NAUGHT.
COMCAST CABLEVISION OF HALLENDALE, INC.
BY:
Vice President
STATE OF FLORIDA
)
) ss:
COUNTY OF)
BEFORE ME, the undersigned authority. personally appeared
who is known to me personally (or provided proof of identification) and upon being first duly sworn
acknowled¡:ed that helshe executed the foregoing document freely and voluntarily and for the purpose
therein expressed.
WITNESS my hand and official seal in the County and State laSt aforesaid this - day of
,2000.
NOTARY PUBUC, State ofBorida
My Commission expires:
Exhibit IS ^_1UnI 1207
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EXHIBIT B
UNCONDITIONAL ACCEPTANCE
OF TERMS OF RESOLUTION NO. -
BEFORE ME, appeared the ~lldersigned authority who having been duly sworn ~pon his
oath deposes and states that:
I.
The affiant is the
of AT&T Broadband, tiC and is the
person authorized to execute this document on behalf of District Cablevision Limited PartnersIúp.
2.
The affiant is submitting this affidavit as a condition precedent to the tranSfer of the
Corncast Cablevision of the HalIandale, Inc. cable television francIúse from Comcast to Disnict
Cablevision Limited Partnership ("Transferee").
3.
Affiant hereby attests that Corncast is the current Franchisee in the City of Aventura,
Florida and that Disnict Cablevision Limited Partnership will be the successor to FrancIúsee upon
the closing of the rransactiol1 betWeen Corncast Corporation, et aI. and AT&T Corp.. et aI.
Transferee shall comply with the tenDS of this acceptance and the Franchise Agreement.
4.
Franchisee or its successors in interest shall reimburse the City for all costs incurred
by the City related to the transfer process pursuantto Sections 9(1) and 10 (F) of Cable Television
Ordinance 97-20 as amended by Ordinance No. 98-1 land the Franchise Agreement. Receipt of
payment by me City of this obligation shall be acknowledged upon receipt of payments in the
amount of Three Thousand and Five Hundred ($3,500.00) Dollars.
5.
Transferee shall COOperate in any compliance inquÍIY in connection with any possible
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fi'anchise violations that may have arisen or that may arise.
6.
After the close of the transaction betWeen Corncast Corporation, et aI. and AT&T
Corp., et aI., and in the event it is detennined that Transferee is not in compliance with the Ordinance
or Francbise, Transferee sball be subject to liquidated damages and such other remedies as may be
imposed by the City purswmr to the Ordinance and the Franchise.
7.
Transferee shall comply with all lawful requirements with respect to access to its
cable modem platfoIm for providers of Internet access and online services.
8.
Transferee shall comply with all other applicable legal requirements. including
carriage of broadcast digital and high definition television signals, and interconnection of the cable
system with potential competitors for pUlpOses, among other things, of sharing cable PEG channels
as required by the Franchise Agreement or applicable law.
9.
For so long as Transferees's content enhanced cable Internet service as provided by
Transferee is deemed to be a "cable service" under applicable law, revenues received by the
Transferee from the provision of such service shall be included within gross revenues for purposes
of the ftanchise fee calculation to the extent required in the Franchise Agreement and Ordinance,
10.
Franchisee unconditionally accepts an terms and conditions of Resolution
No,_.
II.
This Exhibit A may be signed in countetparts,
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FURTHER AFFIANT SA YETH NAUGHT.
AT&T BROADBAND, LLC.
BY:
AT&T Broadband hereby accepts the terms and
conditions of lhis affidavit and Resolution No.
- and agrees to do everything necessary to
ensure compliance therewith
STATE OF
) ss:
COUNlY OF
BEFORE ME, the undersigned authority, personally appeared , who
is known to me personally (or provided proof of identification) and upon being first duly awom
acknowledged that helshe executed the foregoing docwnent freely and voluntarily and for the purpose therein
expressed.
WITNESS my hand and official leal in the County and State last aforesaid this - day of
,2000.
NOTARY PUBLIC, State of
My Commission expires:
Exbòl>it 9.A"""" ¡207.doe
3
RESOLUTION NO. 2000--
A RESOLUTION OF THE CITY COMMISSION OF
THE CITY OF A VENTURA, FLORIDA,
APPROVING THE TRANSFER OF THE COMCAST
CABLEVISION OF HALLANDALE, INc.
("COMCAST") CABLE FRANCHISE TO DISTRICT
CABLEVISION LIMITED PARTNERSHIP ("AT&T
BROADBAND") AND PROVIDING AN EFFECTIVE
DATE.
WHEREAS, on August 31, 2000, the City of Aventura, Florida, received an FCC 394
requesting the City to consent to the proposed transfer of the Comcast cable television franchise
to District Cablevision Limited Partnership ('Transferee"), with AT&T Corp., et al. as the
ultimate parent of Transferee; and
WHEREAS, pursuant to City of Aventura Ordinance No. 97-20 as amended by
Ordinance No. 98-11 and the Comcast Franchise granted pursuant to Resolution No. 98-12, no
such transfer may occur without prior approval of the City Commission; and
WHEREAS, the City has required that the applicant fulfill the obligations of the
Ordinance and the Franchise and provide infonnation on the proposed transaction including
details on the legal, financial, technical qualifications of the Transferee and such other
infonnation as may be in the public interest; and
WHEREAS, the City has relied on infonnation provided by both the proposed transferor
and the Transferee including, but not limited to, correspondence from Comcast dated November
19,2000 and AT&T dated November 20,2000; and
WHEREAS, the City has required a written acceptance from Comcast of the tenns and
conditions of this Resolution by affidavit as a conditions precedent to the adoption of this
Resolution (Affidavit attached hereto as Exhibit A); and
WHEREAS, the City has required written acceptance from AT&T Broadband, LLC of
the tenns and conditions of this Resolution by affidavit as a condition precedent to the adoption
of this Resolution (Affidavit attached hereto as Exhibit B).
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE
CITY OF A VENTURA, THAT:
1.
To the extent required, the City of Aventura hereby consents to the transfer of the
Comcast Cable Television Franchise from Comcast to Transferee.
2.
That the consent granted herein does not constitute and should not be construed to
constitute a waiver or release of any obligations of Comcast under cable Ordinance No. 97-20 as
amended by Ordinance No. 98-11 and the cable television franchise granted pursuant to
Resolution No. 98-12, except to the extent that such obligations become the obligations of
Transferee as a result of the transfer.
3. That the consent granted herein does not constitute and should not be construed
to constitute a waiver or release of any obligations of Transferee under cable Ordinance No. 97-
20 as amended by Ordinance No. 98-11 and the cable franchises granted pursuant to Resolution
No. and Resolution No. , except to the extent that such obligations are
assumed by Comcast as a result of the transfer.
4.
That the consent granted herein does not and should not be construed to constitute
a waiver of any right of the City under applicable law including, but not limited to Cable
Television Ordinance No. 97-20, as amended by Ordinance No. 98-1 I and the Cable Television
Franchises; and further, this consent shall not prejudice the City's rights with respect to the
enforcement, renewal or transfer of any of the current cable television franchises and any
amendments thereto or agreements in connection therewith.
5.
That the consent herein granted is conditioned upon (a) the assurances set forth in
the affidavits attached hereto as Exhibit A and Exhibit B; (b) submission to the City of cost
recovery of all costs incurred by the City related to this transfer proceeding pursuant to Section
9(1) and 10(F) of Cable Television Ordinance 97-20 which is Three Thousand Five Hundred
($3,500.00) Dollars based upon the total cost of Six Thousand ($6,000.00) Dollars less the
amount of Two Thousand Five Hundred ($2,500.00) Dollars submitted with the application.
6.
That the consent herein granted is limited to the right to provide cable services,
and to the extent not otherwise prohibited by applicable law Transferee shall obtain any lawful
permission from the City as may be required, prior to its providing any other services within the
City.
7.
That the City hereby reserves all of its rights pursuant to federal, state and local
law including, but not limited to the rights in (a) the franchise renewal process (b) the franchise
transfer process including, but not limited to, the right to act upon any application to sell, assign
or otherwise transfer controlling ownership of the cable system; and (c) the enforcement of the
current Cable Television Ordinance No. 97-20 as amended by Ordinance No. 98-1 I and all
current Cable Television Franchises, as amended.
8.
That the consent herein granted is an expresS non-waiver and express reservation
of the City's rights and authority with respect to enforcement of the franchisee's compliance with
applicable law including, but not limited to Cable Television Ordinance No. 97-20 and 98-11 as
amended and the current cable television franchises as amended. Transferee shall be liable for
any and all violations of said law to the extent such violations arise after the close of the
transaction between Comcast Corporation, et al. and AT&T Corp., et al. The City's approval of
the transaction shall in no way be deemed a representation by the City that Comcast is in
compliance with its obligation under Cable Television Ordinance 97-20 as amended by
Ordinance No. 98-1 I or the Franchise Agreement.
9.
That the consent granted herein is subject to Transferee's compliance with all
other applicable legal requirements and the City does not waive and expressly reserves the right
to enforce any non-compliance with the applicable Ordinance and Franchise requirements.
10. In the event the proposed transaction between Comcast Corporation, et al. and
AT&T Corp., et al.. is not consummated or does not reach final closure for any reason, or in the
event such closure is reached on terms substantially or materially different to the terms described
in the application and exhibits thereto, submitted to the City on August 31, 2000, or in the event
Miami-Dade County or the City ofFt. Lauderdale fails to approve any application to transfer the
Comcast franchise to AT&T, this Resolution, together with the Affidavit of Acceptance
submitted by AT&T Broadband, LLC shall be null and void.
II.
That this Resolution shall become effective upon the date of its adoption herein.
The foregoing Resolution was offered by Commissioner
its adoption. The motion was seconded by Commissioner
, who moved
, and upon being
put to a vote, the vote was as follows:
Commissioner Arthur Berger
Commissioner Ken Cohen
Commissioner Harry Holzberg
Commissioner Jeffrey M. Perlow
Commissioner Patricia Rogers-Libert
Vice Mayor Jay R. Beskin
Mayor Arthur I. Snyder
PASSED AND ADOPTED this 18th day of December, 2000.
ARTHUR I. SNYDER, MAYOR
ATTEST:
TERESA M. SOROKA, CMC, CITY CLERK
APPROVED AS TO LEGAL SUFFICIENCY:
CITY ATTORNEY