Common use of Franchise Transfer Clause in Contracts

Franchise Transfer. Subject to Section 617 of the Cable Act (47 U.S.C. Section 537), no transfer of the Franchise or change in control of Grantee will occur without the prior written consent of Grantor, provided that such consent will not be unreasonably withheld. No such consent will be required, however, for a transfer in trust, by mortgage, by other hypothecation, by assignment of any rights, title, interest of Grantee in the Franchise or Cable System in order to secure indebtedness, and no such consent will be required for a change in control or transfer of an ownership interest or other interest in Grantee to the parent of Grantee or transfer of an interest in the Franchise to the parent of Grantee, or any action which is the result of a merger of the parent of Grantee or any action which is the result of a merger of another Affiliate of Grantee. Grantee will provide written notice to Grantor of any transaction as described in this paragraph within sixty (60) days of such transaction. If the Grantee wishes to transfer this Franchise, the Grantee and Grantor will proceed pursuant to Section 617 of the Cable Act and related rule makings of the FCC. Grantee will give Grantor written notice of the proposed transfer and will request consent of the transfer by the Grantor. Grantee will furnish all information required by law and/or reasonably requested by Grantor, at no cost to Grantor, with respect to the consideration of the transfer. For the purpose of determining whether it will consent to such transfer, Grantor may inquire into the legal, financial and technical qualifications of the prospective transferee to perform the obligations of the Grantee under this Franchise. The Grantee will assist Grantor in any such inquiry. In cases where the Grantor finds it inappropriate to give unconditional consent to the proposed transfer, the Grantor may condition its consent upon terms and conditions related to the legal, financial, and technical qualifications of the proposed transferee and to the resolution of outstanding and unresolved issues of ▇▇▇▇▇▇▇’s noncompliance with material terms and conditions of this Franchise. Grantee reserves the right to challenge ▇▇▇▇▇▇▇’s conditional consent as outside the scope of its authority under this Franchise or federal law. Any transfer of ownership affected without the written consent of the Grantor will render this Franchise subject to revocation, provided that any such consent will not be unreasonably withheld. The Grantor will have one hundred twenty (120) days to act upon any request for approval of a transfer that contains or is accompanied by such information as is required in accordance with FCC regulations and by the Grantor. If the Grantor fails to render a final decision on the request within one hundred twenty (120) days, the request will be deemed granted unless the Grantee and the Grantor agree to an extension of time. The Grantee, upon any transfer as heretofore described, will within sixty (60) days thereafter file with the Grantor a copy of the deed, agreement, mortgage, lease, or other written instrument evidencing such sale, lease, mortgage, assignment or transfer, certified and sworn to as correct by the Grantee. Every such transfer as heretofore described will be deemed void and of no effect unless Grantee will, within sixty (60) days after the same will have been made, file such certified copy as is required.