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HomeMy Public PortalAbout01-07-1982 BOARD OF PUBLIC WORKS AND SAFETY OF THE CITY OF RICHMOND, INDIANA, JANUARY 7, 1982 1 The Board of Public Works and. Safety of the City of Richmond, Indiana, met 2 in regular session January 7, 1982 at the hour of 9:00 a.m. in the Municipal 3 Building in said City. Mr. Meredith presided with Mr. Webb present. The 4 following business was had, to-wit: 5 6 SWEAR IN NEW BOARD MEMBER 7 8 City Clerk JoEllen Trimble swore Edward L. Cordell as a new member of the 9 Board of Public Works and Safety. 10 11 APPROVE MINUTES OF DECEMBER 31, 1981 12 13 Mr. Meredith moved the minutes of the previous meeting be approved as prepared, 14 seconded by Mr. Webb. Motion carried with Mr. Meredith and Mr. Webb voting 15 aye. Mr. Cordell abstained. 16 17 BOARD ORGANIZATION - 18 19 Mr. Meredith announced the Board needs to elect a president and appoint a 20 representative to the Plan Commission for the year 1982. 21 22 Mr. Webb moved Donald E. Meredith be elected as president, seconded by Mr. 23 Cordell. 24 25 Mr. Webb moved the nominations be closed, seconded by Mr. Cordell and on 26 unanimous voice vote the motion was carried. 27 28 Mr. Meredith stated all those in favor of Donald E. Meredith. for president say 29 aye and on unanimous voice vote it was carried. 30 31 Mr. Webb moved to reappoint Donald E. Meredith as Plan Commission member re- 32 presenting the Board of Works, seconded by Mr. Cordell and on unanimous voice 33 vote the motion was carried. 34 35 CHANGE OF OWNERSHIP FOR CLEARVIEW CABLE - Kevin Rice • 36 37 Mr. Rice presented Mr: James Lahey, representing Clearview Cable TV, who 38 stated a contract was. signed- a couple of weeks ago for the sale of stock 39 of the parent company, which had owned Clearview Cable. The stock is being 40 sold to TCI of Denver and theclosing should be .approximately March- 1, 1982, 41 as they are awaiting FCC approval and the Hart-Scott-Rodino Act. TCI is the 42 second or third largest .CATV operators in the United States. Mr. Lahey pre- 43 ' sented Mr. Marion Nowak, Division Manager for Telecommunications, stating 44 his company hastwenty (20) years of experience in the cable industry. They 45 operate in forty (40) states and have some in Indiana. He stated they are 46 happy to be a' part of Richmond and intend to cooperate with the City and 47 discuss any changes or plans with this Board. Mr. Nowak presented Mr. George 48 Callaway, Regional Manager; Mr. Ernie Hill, Regional Manager and Mr. Jay 49 Knafel, Municipal Coordinator. 50 51 Mr. Rice explained service was out New Year's Day due to an act of vandalism. 52 The cable was shot between South 10th and 11th Streets and hit a distribution 53 line which caused a short back into a power combiner knocking out service to 54 the entire city. He apologized for the inconvenience. He is leaving the City 55 of"Richmond-shortly but will stay with Clearview Cable through the transition 56 period of ownership.. He stated he is not leaving because of TCI. He thanked 57 the Board for their cooperation, assistance and support. 58 59 In response-to Mr. Meredith's question as to the company being a partnership 60 in a joint venture, Mr. Lahey explained this is a stock transfer of the 61 joint venture. 62 63 Mr. Meredith asked City Attorney Ed Anderson if this is a sale of stock and 64 the entity of Clearview Cable remains the same, would this bind TCI_ to the 02 Board of Works Minutes Cont'd. January 7, 1982 Page 2 1 contract and all terms and conditions thereof and does there have to be an 2 addendum prepared? Mr. Anderson stated the controversial issue of the fran- 3 chise agreement is Section 19, which says this agreement shall.bind and inure 4 to the benefit -cif the respective successors, trustees, receivers and assigns 5 of the parties, but. shall not be assignable by the COMPANY except with the 6 consent of the Board of Public Works and Safety of Richmond, Indiana which 7 consent shall not be.unreasonably withheld. Mr. Anderson requested Attorney 8 ' Andrew Cecere, Attorney for Clearview Cable, who has presented Mr. Anderson 9 with a written opinion, to elaborate on why he thinks no assignment is nece- 10 ssary in this instance. 11 ' 12 Mr. Cecere stated the only change that has occurred is that the joint venture 13 in fact was a partnership, governed by the partnership law. Each entity 14 within the partnership or within the joint enterprise had an undivided interest 15 in the partnership assets. Each of the partners has transferred his interest 16 to another party and that the entity itself, which is Clearview Cable TV, a 17 joint venture under the laws of the State of Indiana, actually remains in 18 effect as it did. The only change is the parties that constitute this joint 19 venture. We will be dealing with a joint venture entitled Clearview Cable TV, 20 the same as it was before. In various companies, there are ;different stock- 21 holders at different times, but the entity itself, the governing body is the 22 same. It is his opinion that there is no change and, therefore, there is no 23 need for a consent. The language in paragraph 19 is very clear in this regard. 24 The franchise agreement shall not be assignable by the company except with the 25 consent of the Board of Works. If Clearview Cable TV wanted to assign this 25 contract to a different entity then it would be necessary under the contract 26 for this Board to consent; however, the transfer of ownership of the respective 27 parties of the entity to someone else is not an issue as the new partners will 28 be bound by the existing agreement. Clearview Cable TV signed the agreement, 29 is still in existance, is still a legal entity and will be responsible for the 30 contract as it is written. 31 32 Mr. Anderson stated his opinion to the Board is that whereas there is actually 33 no assignment of the franchise agreement and there is no changein the fran- 34 chisee, we still have a franchise agreement with Cable Television and no change 35 is indicated, although internally there is a change in partners, ownership, 36 etc. Therefore, a formal assignment of this franchise agreement is not neces- 37 sary and the Board should merely recognize the change of ownership of the 38 franchisee, still being Clearview Cable TV. If that ever changes, he will 3.9 have a different opinion..: Mr. Anderson stated a motion was not needed as the 40 Board just heard publically the change of ownership internally of the franchisee, 41 being Cable Television, and were duly advised there was to be no assignment of 42 franchise agreement nor change of the franchisee. 43 44 Mr. Meredith so ordered that. 45 4`6 Mr. Meredith :stated the Board has enjoyed working with Mr. Lahey and his efforts 47 in developing the best cable system possible for the City of Richmond. He wished 48. Mr. Rice well and stated we are sorry to see him leaving Richmond. 49 50 GUIDELINES FOR REVOLVING LOAN FUND 51 52 Mr. Meredith stated this item is continued. 53 54 FIRE.DEPARTMENT - Chief Mullin 55 Retir'ement ‘ 56 57 Chief Paul Mullin recommended Lt. Paul Turner, who has submitted his letter of 58 retirement, be placed on the pension rolls effective January 1, 1982. Lt. 59 Turner completed twenty years of service with the department on that date. 60 61 Mr. Webb moved the subject request be approved, seconded by Mr. Cordell and 62 on unanimous voice vote the motion was carried. 63 64 Hiring Board of Works Minutes Cont'd. January 7, 1982 Page 3 1 Chief Mullin recommended the appointment of Mr. John E. Meredith to the 2 department as a probationary firefighter effective Thursday, ,January 7, 1982. 3 - . 4 Mr. Webb moved that the subject appointment be approved, seconded by Mr. , 5 Cordell. The motion carried with Mr. Webb and Mr. Cordell voting aye. 6 Mr. Meredith abstained. 7 8 BUREAU OF BUILDINGS MONTHLY REPORT - Charles Roberts II/ 9 10 Mr. Webb moved the subject report be accepted and placed on file, seconded 11 by Mr. Cordell and on unanimous voice vote the motion was carried. 12 13 RADIO MAINTENANCE REPORT 14 15 Mr. Webb moved the subject report be accepted and placed on file, seconded 16 by Mr. Cordell and on unanimous voice vote the motion was carried. 17 18 ADJOURNMENT 19 20 There being no further business the meeting was adjourned. 21 22 Donald E. Meredith 23 President 24 25 ATTEST: JoEllen Trimble 26 Clerk of the Board