City Approval Required. The ownership and Control (as defined in § 1.13 above) of the Company as of the date of execution of this Agreement is set forth in Appendix D hereof. Subject to the provisions of this Article, each of the following shall be subject to the prior approval of DoITT and the FCRC: (i) any sale, assignment or transfer of the Company's interest in this Agreement, the System, or the Franchise granted hereunder, and (ii) any other transaction in which a change in “Control” (of the Company, the System, or the Franchise granted hereunder) would occur, as determined by XxXXX; provided, however, that the foregoing requirements of this § 7.1 will not be applicable with respect to transfers described in § 7.2 below. Application to the City for any approval required hereunder must be made at least 120 calendar days prior to the contemplated effective date of the transaction. Such application must contain complete information on the proposed transaction, including details of the legal, financial, technical, and other qualifications of the transferee. At a minimum, the following information must be included in the application:
(a) any shareholder reports or filings with the Securities and Exchange Commission that pertain to the transaction;
(b) a report detailing any changes in ownership of voting or non-voting interests of over five percent (5%), including corporate organizational charts describing the corporate ownership structure of the Company prior to and after the proposed transaction;
(c) other information necessary to provide an accurate understanding of the financial position of the Company and the System before and after the proposed transaction;
(d) information regarding any potential impact of the transaction on rates and service of subscribers; and
(e) any material contracts that relate to the proposed transaction as it affects the operations of the Company under this Agreement and, upon reasonable request by the City, all material documents and other information related or referred to therein and which are necessary to understand the proposed transaction; provided, however, that if the Company believes that the requested information constitutes Confidential Information, then the Company may label such information accordingly pursuant to the procedures set forth in § 6.1.
City Approval Required. Subject to the provisions of this Article, the Franchisee shall apply to the City for approval of any transaction in which any change is proposed with respect to ten percent (10%) or more for voting interests or twenty-five percent (25%) or more for non-voting interests of the ownership of the Franchisee, the Cable System, the Cable System assets, or the Franchise by submitting FCC Form 394 or such other form as the FCC may prescribe for that purpose; provided however that the foregoing, requirements of this Section
13.1 shall not be applicable with respect to transfers of any ownership interests contemplated hereunder which are effectuated as a result of any transactions involving the exchange of publicly traded shares. The application shall be made at least one hundred twenty (120) calendar days prior to the contemplated effective date of the transaction. Such application shall contain complete information on the proposed transaction, including details of the legal, financial, technical, and other qualifications of the transferee. At a minimum, the following information must be included in the application:
13.1.1. all information and forms required under federal law;
13.1.2. any shareholder reports or filings with the Securities and Exchange Commission that pertain to the transaction;
13.1.3. a report detailing any changes in ownership of voting or non-voting interests of over five percent;
13.1.4. other information necessary to provide a complete and accurate understanding of the financial position of the Cable System before and after the proposed transaction;
13.1.5. complete information regarding any potential impact of the transaction on Subscriber rates and service; and
13.1.6. any contracts that relate to the proposed transaction as it affects the City and, upon request by the City, all documents and information that are related or referred to therein and which are necessary to understand the proposed transaction; provided, however, that if the Franchisee believes that the requested information is confidential and proprietary, then the Franchisee must provide the following documentation to the City: (i) specific identification of the information; (ii) a statement attesting to the reason(s) Franchisee believes the information is confidential; and (iii) a statement that the documents are available at the Franchisee’s designated offices for inspection by the City.
City Approval Required. 10.1.1 Appendix D hereof sets forth, as of the date of execution of this Agreement (the “Execution Date”), a listing of each of the members of the Franchisee (“Members”), including, with respect to each such initial Member, the number of units of membership interest in the Franchisee held by such initial Member. Subject to the provisions of this Article X, each of the following transactions shall be subject to the prior approval of the City, provided that the City may not be arbitrary and capricious in denying or conditioning any request for such approval or in the timing of its decision with respect to any request for such approval: (i) any sale, assignment or transfer of the Franchisee’s interest in the System, the franchise granted hereunder or the Franchisee’s rights and obligations under this Agreement (other than assignments of rights and delegations of obligations expressly permitted hereunder), (ii) any transaction (or series of related transactions) which would result in the beneficial ownership (within the meaning of Section 13(d)(3) of the Exchange Act) of more than forty percent (40%) of the outstanding voting or non-voting membership interests of the Franchisee being held by any single Person or group of Affiliated Persons, (iii) any transaction (or series of related transactions) which would result in any of the initial Members listed on Appendix D owning less than fifty percent (50%) of the outstanding membership interests of the Franchisee held by such initial Member on the Execution Date, (iv) any transaction (or series of related transactions) which would result in the transfer of all or substantially all of the System assets to Persons other than the initial Members listed on Appendix D, or (v) any transaction (or series of related transactions) which would result in the acquisition of Control of the Franchisee, the System or the franchise granted hereunder or of a Controlling Interest in the Franchisee, the System or the franchise granted hereunder by any Person or group of Affiliated Persons; provided, however, that the requirements of this Section 10.1 will not be applicable with respect to any “Permitted Transfers” (as defined in Appendix E attached hereto and made a part hereof). The transactions described in clauses (i) through (v) of this Section 10.1.1 are herein referred to as “Covered Transactions”.
10.1.2 Application to the City for any approval required hereunder must be made at least forty-five (45) calendar days prior to th...
City Approval Required. The Lessee must first obtain the City’s written approval before beginning any land development, construction or demolition of any improvements on the Premises, or before beginning any alterations, modifications, or renovation of existing structures on the Premises. The Lessee must submit to the City detailed drawings of the proposed development, alteration, modification, or renovation. Further, the Lessee will submit to City evidence of the Lessee’s compliance with the FAA regulation 14 CFR Part 77.
City Approval Required. Licensee shall not have any right to use the License Area, in whole or in part, for any purpose until and unless the City approves and signs the Site License that covers the License Area. Licensee may obtain a Site License only during the Term of this Master License and only after the City approves a Site License Application, as provided in this Section 6. Subject to any express limitations in this Master License, the City will not be obligated to subordinate its municipal functions in any manner whatsoever to Licensee’s interest under any Site License. The City shall not be obligated to consider or approve any Site License Applications after this Master License expires or is terminated. When the City considers whether to approve or disapprove any Site License Application, the City may consider any matter that affects its municipal functions, which include, without limitation: (1) Licensee’s proposed plans and Equipment specifications; (2) compliance with any applicable Laws; (3) impacts on the City’s street light, traffic control, or other municipal operations; (4) any potential hazards or unsafe conditions that could result from Licensee’s installation, operation, or maintenance; (5) any potential visual or aesthetic impacts, provided the proposed Vertical Infrastructure, Utility Infrastructure, and/or Equipment is not in conformance with objective design standards adopted by the City; and (6) any municipal plans for the Public Rights-of-Way or other City Property in proximity to the subject License Area.
City Approval Required. The City Manager has delegated the authority to oversee and administer the filming application and approval process to the Director of the Communication and Legislative Affairs (CLA) Department and their designees. Prior to engaging in filming activities involving any of the following uses of City property or personnel, a person must file an application with and receive approval from the City. The City has exclusive authority to approve the use of any street, right- of-way, park, public building, equipment, City staff, or the City’s name, trademarks, or logos for commercial uses associated with a film project and related activities, including regulation of the hours of production and the general location of the film project. In conjunction with these uses, the City may require that any or all of the conditions and/or remuneration specified herein and on the application be met as a prerequisite to that use. The City may also require a security or damage deposit. The City reserves the full and absolute right to deny an application, prohibit all filming, or order the cessation of filming activity if the City determines such action will protect the health, safety, and welfare of the public or property within the City. The City does not and shall not own any rights or claim to the film project or content produced or created on City property, except the City maintains its exclusive copyright to any trademarks, symbols, logos, images, or likeness of the City of Arlington, Texas. The Applicant shall allow City departments (e.g., Police, Fire, Public Works, Planning and Development Services) to inspect all structures, property, devices, and equipment to be used in connection with the film project.
City Approval Required. Licensee shall not have any right to use the License Area in whole or in part for any purpose until and unless Licensee obtains all applicable Regulatory Approvals and the City approves a Site License that covers the License Area. Licensee shall provide the City written notice within ten (10) days that certifies the date on which Licensee obtained all Regulatory Approvals required to commence construction. Each Site License shall correspond to a single Vertical Infrastructure. Licensee may obtain a Site License only during the term of this Master License and only after the City approves a Site License Application as provided in this Section 6. Subject to any express limitations in this Master License, the City will not be obligated to subordinate its municipal functions in any manner whatsoever to Licensee’s interest under any Site License. When the City considers whether to approve or disapprove any Site License Application, the City may consider any matter that affects its municipal functions, which include without limitation: (1) Licensee’s proposed plans and Equipment specifications; (2) compliance with any applicable Laws; (3) impacts on the City’s streetlight, traffic control or other municipal operations; (4) any potential hazards or unsafe conditions that could result from Licensee’s installation, operation or maintenance; (5) any potential visual or aesthetic impacts, provided the proposed Equipment is not in conformance with objective design standards adopted by the City; (6) the additional load on the Vertical Infrastructure the proposed Equipment would create; and (7) any municipal plans for the Vertical Infrastructure, other City Property or the public right-of-way in proximity to the subject Vertical Infrastructure.
City Approval Required. Subject to the provisions of this Article, the Franchisee shall apply to the City for approval of any "Transfer" of the Franchise or this Agreement, as defined in this Section 11.1. Except as where otherwise provided in this Article 11, no Transfer of the Franchise or this Agreement may occur without the Franchisee first obtaining the consent of the City by ordinance of City Council. "Transfer" means: (i) any transaction in which any change is proposed with respect to ten percent (10%) or more for voting interests or twenty-five percent (25%) or more for non-voting interests of the ownership of the Franchisee; or (ii) any transaction which will result in a change of ownership or control of the Cable System, the Cable System assets, or the Franchise. Application shall be made by submitting FCC Form 394 or such other form as the FCC may prescribe for that purpose. The application shall be made at least one hundred twenty (120) calendar days prior to the contemplated effective date of the transaction. Such application shall contain complete information on the proposed transaction, including details of the legal, financial, technical, and other qualifications of the transferee. At a minimum, the following information must be included in the application:
City Approval Required. Manager will not make any improvements or alterations to the Pavilion without City'swritten approval. Manager will supply City with any information it reasonably requires in order to determine whether to consent to proposed improvements or alterations. Any structural improvements or alterations will require a separate agreement setting forth the city's requirements for construction projects.
City Approval Required. Lessee shall submit all design documents (e.g., schematic design documents, detailed design documents and construction documents) and specifications to the City and obtain the prior written approval from the City prior to applying for permits for the Required Capital Improvements.
