Common use of TRANSFER, ASSIGNMENT OR CHANGE IN CONTROL Clause in Contracts

TRANSFER, ASSIGNMENT OR CHANGE IN CONTROL. (a) Neither Comcast nor its parent nor any Affiliated Entity shall transfer, assign or otherwise encumber, through its own action or by operation of law, its right, title or interest in the Cable System or in this Agreement without the prior written consent of the Municipality provided that such consent shall not be unreasonably withheld. (b) Neither Comcast nor its parent nor any Affiliated Entity shall change, transfer or assign, through its own action or by operation of law, its control of the Cable System or of this Agreement without the prior written consent of the Municipality. (c) Neither Comcast nor its parent nor any Affiliated Entity shall sell, convey, transfer, exchange or release more than twenty-five (25%) of its equitable ownership in the Cable System without the prior written consent of the Municipality. (d) No such consent shall be required for (i.) a transfer in trust, by mortgage, hypothecation, or by assignment to a financial institution of any rights, title or interest of Comcast in the Franchise or in the Cable System in order to secure indebtedness; or (ii.) a transfer to an entity owned and/or controlled by Comcast. (e) Comcast shall make written application to the Municipality of any transfer, change in control or assignment as described above and shall provide all information required by FCC Form 394 and any other applicable federal, state, and local statutes and regulations regarding transfer or assignment. The Municipality shall have thirty (30) days from the receipt of FCC Form 394 to notify Comcast of any additional information it needs to make an informed decision on the transfer or assignment. The Municipality shall have one hundred twenty (120) days from the receipt of all required information to take action on the transfer or assignment. (f) Any consent by the Municipality for any transfer or assignment described above shall not be effective until the proposed transferee or assignee shall have executed a legally binding agreement stating that it shall be bound by all the terms and conditions contained in this Agreement.

TRANSFER, ASSIGNMENT OR CHANGE IN CONTROL. (a) Neither Comcast nor its parent nor any Affiliated Entity shall transfer, assign or otherwise encumber, through its own action or by operation of law, its right, title or interest in the Cable System or in this Agreement without the prior written consent of the Municipality County, provided that such consent shall not be unreasonably withheld. (b) Neither Comcast nor its parent nor any Affiliated Entity shall change, transfer or assign, through its own action or by operation of law, its control of the Cable System or of this Agreement without the prior written consent of the MunicipalityCounty, provided that such consent shall not be unreasonably withheld. (c) Neither Comcast nor its parent nor any Affiliated Entity shall sell, convey, transfer, exchange or release more than twenty-five of fifty one percent (2551%) or greater of its equitable ownership in the Cable System without the prior written consent of the MunicipalityCounty, provided that such consent shall not be unreasonably withheld. (d) No such consent shall be required for (i.i) a transfer in trust, by mortgage, hypothecation, or by assignment to a financial institution of any rights, title or interest of Comcast in the Franchise or in the Cable System in order to secure indebtedness; or (ii.) a transfer to an entity owned and/or controlled by Comcast. (e) Comcast shall make written application to the Municipality County of any transfer, change in control or assignment as described above and shall provide all information required by FCC Form 394 and any other applicable federal, state, and local statutes and regulations regarding transfer or assignment. The Municipality County shall have thirty (30) days from the receipt of FCC Form 394 to notify Comcast of any additional information it needs to make an informed decision on the transfer or assignment. The Municipality County shall have one hundred twenty (120) days from the receipt of all required information to take action on the transfer or assignment. (f) Any consent by the Municipality County for any transfer or assignment described above shall not be effective until the proposed transferee or assignee shall have executed a legally binding agreement document stating that it shall be bound by all the terms and conditions contained in this Agreement.

TRANSFER, ASSIGNMENT OR CHANGE IN CONTROL. (a) Neither Comcast nor its parent nor any Affiliated Entity shall transfer, assign or otherwise encumber, through its own action or by operation of law, its right, title or interest in the Cable System or in this Agreement without the prior written consent of the Municipality provided that such consent shall not be unreasonably withheldTown. (b) Neither Comcast nor its parent nor any Affiliated Entity shall change, transfer or assign, through its own action or by operation of law, its control of the Cable System or of this Agreement without the prior written consent of the MunicipalityTown. (c) Neither Comcast nor its parent nor any Affiliated Entity shall sell, convey, transfer, exchange or release more than twenty-five fifty percent (2550%) of its equitable ownership in the Cable System without the prior written consent of the MunicipalityTown. (d) No such consent shall be required for (i.i) a transfer in trust, by mortgage, hypothecation, or by assignment to a financial institution of any rights, title or interest of Comcast in the Franchise or in the Cable System in order to secure indebtedness; or (ii.) a transfer to an entity owned and/or controlled by Comcast. (e) Comcast shall make written application to the Municipality Town of any transfer., change in control or assignment as described above and shall provide all information required by FCC Form 394 and any other applicable federal, state, and local statutes and regulations regarding transfer or assignment. Action on any transfer application shall be in accordance with applicable FCC regulations and the Cable Act. The Municipality Town shall have thirty (30) days from the receipt of FCC Form 394 to notify Comcast of any additional information it needs to make an informed decision on the transfer or assignment. The Municipality Town shall have one hundred twenty (120) days from the receipt of all required information the application to take action on the transfer or assignment. (f) Any consent by the Municipality Town for any transfer or assignment described above shall not be effective until the proposed transferee or assignee shall have executed a legally binding agreement document stating that it shall be bound by all the terms and conditions contained in this Agreement.

TRANSFER, ASSIGNMENT OR CHANGE IN CONTROL. (a) Neither Comcast nor its parent nor any Affiliated Entity shall transfer, assign or otherwise encumber, through its own action or by operation of law, its right, title or interest in the Cable System or in this Agreement without the prior written consent of the Municipality provided that such consent shall not be unreasonably withheldCity. (b) Neither Comcast nor its parent nor any Affiliated Entity shall change, transfer or assign, through its own action or by operation of law, its control of the Cable System or of this Agreement without the prior written consent of the MunicipalityCity. (c) Neither Comcast nor its parent nor any Affiliated Entity shall sell, convey, transfer, exchange or release more than twenty-five thirty (2530%) of its equitable ownership in the Cable System without the prior written consent of the MunicipalityCity. (d) No such consent shall be required for (i.i) a transfer in trust, by mortgage, hypothecation, or by assignment to a financial institution (or in connection with the offer or sale of securities) of any rights, title or interest of Comcast in the Franchise or in the Cable System in order to secure indebtedness; or (ii.) a transfer to an entity owned and/or controlled by Comcast. (e) Comcast shall make written application to the Municipality City of any transfer, change in control or assignment as described above and shall provide all information required by FCC Form 394 and any other applicable federal, state, and local statutes and regulations regarding transfer or assignment. The Municipality City shall have thirty (30) days from the receipt of FCC Form 394 to notify Comcast of any additional information it needs to make an informed informal decision on the transfer or assignment. The Municipality City shall have one hundred twenty (120) days from the receipt of all required information to take action on the transfer or assignment. (f) Any consent by the Municipality City for any transfer or assignment described above shall not be effective until the proposed transferee or assignee shall have executed a legally binding agreement document stating that it shall be bound by all the terms and conditions contained in this Agreement.

TRANSFER, ASSIGNMENT OR CHANGE IN CONTROL. (a) Neither Comcast nor its parent nor any Affiliated Entity shall transfer, assign or otherwise encumber, through its own action or by operation of law, its right, title or interest in the Cable System or in this Agreement without the prior written consent of the Municipality Borough, provided that such consent shall not be unreasonably withheld. (b) Neither Comcast nor its parent nor any Affiliated Entity shall change, transfer or assign, through its own action or by operation of law, its control of the Cable System or of this Agreement without the prior written consent of the MunicipalityBorough, provided that such consent shall not be unreasonably withheld. (c) Neither Comcast nor its parent nor any Affiliated Entity shall sell, convey, transfer, exchange or release more than twentyfifty-five one percent (2551%) or more of its equitable direct ownership in the Cable System without the prior written consent of the MunicipalityBorough, provided that such consent shall not be unreasonably withheld. (d) No such consent shall be required for (i.i) a transfer in trust, by mortgage, hypothecation, or by assignment to a financial institution of any rights, title or interest of Comcast in the Franchise or in the Cable System in order to secure indebtedness; or (ii.) a transfer to an entity owned and/or controlled by Comcast. (e) Comcast shall make written application to the Municipality Borough of any transfer, assignment or change in control or assignment as described above and shall provide all information required by FCC Form 394 and any other applicable federal, state, and local statutes and regulations regarding transfer or assignment. The Municipality Borough shall have thirty (30) days from the receipt of FCC Form 394 to notify Comcast of any additional information it needs to make an informed decision on the transfer or assignment. The Municipality Borough shall have one hundred twenty (120) days from the receipt of all required information to take action on the transfer or assignment. (f) Any consent by the Municipality Borough for any transfer or assignment described above shall not be effective until the proposed transferee or assignee shall have executed a legally binding agreement document stating that it shall be bound by all the terms and conditions contained in this Agreement.

TRANSFER, ASSIGNMENT OR CHANGE IN CONTROL. (a) Neither Comcast nor its parent nor any Affiliated Entity Time Warner Cable shall not transfer, assign or otherwise encumber, through its own action or by operation of law, its right, title or interest in the Cable System or in this Agreement without the prior written consent of the Municipality provided that such Township which consent shall not be unreasonably withheld. (b) Neither Comcast Time Warner Cable nor its parent nor any Affiliated Entity shall change, transfer or assign, through its own action or by operation of law, its control of the Cable System or of this Agreement without the prior written consent of the MunicipalityTownship which consent shall not be unreasonably withheld. The Township herein consents to a transfer of control to Charter Communications, Inc. pursuant to an agreement of May 23, 2015 among Time Warner Cable Inc., Charter Communications, Inc. and other parties. (c) Neither Comcast Time Warner Cable nor its parent nor any Affiliated Entity shall sell, convey, transfer, exchange or release more than twenty-five fifty (2550%) of its equitable ownership in the Cable System without the prior written consent of the MunicipalityTownship which consent shall not be unnecessarily withheld. (d) No such consent shall be required for (i.) a transfer in trust, by mortgage, hypothecation, or by assignment to a financial institution of any rights, title or interest of Comcast in the Franchise or in the Time Warner Cable System in order to secure indebtedness; or (ii.) a transfer to an entity owned and/or controlled by Comcast. (e) Comcast shall make written application to the Municipality Township of any transfer, change in control or assignment as described above and shall provide all information required by FCC Form 394 and any other applicable federal, state, and local statutes and regulations regarding transfer or assignment. The Municipality shall have thirty (30) days from the receipt of FCC Form 394 to notify Comcast of any additional information it needs to make an informed decision on the transfer or assignment. The Municipality shall have one hundred twenty (120) days from the receipt of all required information to take action on the transfer or assignment. (fe) Any consent by the Municipality Township for any transfer or assignment described above shall not be effective until the proposed transferee or assignee shall have executed a legally binding agreement stating that it shall be bound by all the terms and conditions contained in this Agreement. (f) Notwithstanding anything to the contrary, no Township approval shall be required for a transfer or assignment of the Franchise to an entity controlled by, controlling or under the same common control as Time Warner Cable.

TRANSFER, ASSIGNMENT OR CHANGE IN CONTROL. (a) Neither Comcast Service Electric nor its parent nor any Affiliated Entity shall transfer, assign or otherwise encumber, through its own action or by operation of law, its right, title or interest in the Cable System or in this Agreement without the prior written consent of the Municipality Township, provided that such consent shall not be unreasonably withheld. (b) Neither Comcast Service Electric nor its parent nor any Affiliated Entity shall change, transfer or assign, through its own action or by operation of law, its control of the Cable System or of this Agreement without the prior written consent of the MunicipalityTownship, provided that such consent shall not be unreasonably withheld. (c) Neither Comcast Service Electric nor its parent nor any Affiliated Entity shall sell, convey, transfer, exchange or release more than twenty-five percent (25%) of its equitable ownership in the Cable System without the prior written consent of the MunicipalityTownship, provided that such consent shall not be unreasonably withheld. (d) No such consent shall be required for (i.i) a transfer in trust, by mortgage, hypothecation, or by assignment to a financial institution of any rights, title or interest of Comcast Service Electric in the Franchise or in the Cable System in order to secure indebtedness; or (ii.) a transfer to an entity owned and/or controlled by ComcastService Electric. (e) Comcast Service Electric shall make written application to the Municipality Township of any transfer, change in control or assignment as described above and shall provide all information required by FCC Form 394 and any other applicable federal, state, and local statutes and regulations regarding transfer or assignment. The Municipality Township shall have thirty (30) days from the receipt of FCC Form 394 to notify Comcast Service Electric of any additional information it needs to make an informed decision on the transfer or assignment. The Municipality Township shall have one hundred twenty (120) days from the receipt of all required information to take action on the transfer or assignment. (f) Any consent by the Municipality Township for any transfer or assignment described above shall not be effective until the proposed transferee or assignee shall have executed a legally binding agreement document stating that it shall be bound by all the terms and conditions contained in this Agreement.

TRANSFER, ASSIGNMENT OR CHANGE IN CONTROL. (a) Neither Comcast nor its parent nor any Affiliated Entity shall transfer, assign or otherwise encumber, through its own action or by operation of law, its right, title or interest in the Cable System or in this Agreement without the prior written consent of the Municipality Township, provided that such consent shall not be unreasonably withheld. (b) Neither Comcast nor its parent nor any Affiliated Entity shall change, transfer or assign, through its own action or by operation of law, its control of the Cable System or of this Agreement without the prior written consent of the MunicipalityTownship, provided that such consent shall not be unreasonably withheld. (c) Neither Comcast nor its parent nor any Affiliated Entity shall sell, convey, transfer, exchange or release more than twentyfifty-five one percent (2551%) or more of its equitable direct ownership in the Cable System without the prior written consent of the MunicipalityTownship, provided that such consent shall not be unreasonably withheld. (d) No such consent shall be required for (i.i) a transfer in trust, by mortgage, hypothecation, or by assignment to a financial institution of any rights, title or interest of Comcast in the Franchise or in the Cable System in order to secure indebtedness; or (ii.) a transfer to an entity owned and/or controlled by Comcast. (e) Comcast shall make written application to the Municipality Township of any transfer, assignment or change in control or assignment as described above and shall provide all information required by FCC Form 394 and any other applicable federal, state, and local statutes and regulations regarding transfer or assignment. The Municipality Township shall have thirty (30) days from the receipt of FCC Form 394 to notify Comcast of any additional information it needs to make an informed decision on the transfer or assignment. The Municipality Township shall have one hundred twenty (120) days from the receipt of all required information to take action on the transfer or assignment. (f) Any consent by the Municipality Township for any transfer or assignment described above shall not be effective until the proposed transferee or assignee shall have executed a legally binding agreement document stating that it shall be bound by all the terms and conditions contained in this Agreement.

TRANSFER, ASSIGNMENT OR CHANGE IN CONTROL. (a) Neither Comcast nor its parent nor any Affiliated Entity shall transfer, assign or otherwise encumber, through its own action or by operation of law, its right, title or interest in the Cable System or in this Agreement without the prior written consent of the Municipality Township provided that such consent shall not be unreasonably withheld. (b) Neither Comcast nor its parent nor any Affiliated Entity shall change, transfer or assign, through its own action or by operation of law, its control of the Cable System or of this Agreement without the prior written consent of the MunicipalityTownship. (c) Neither Comcast nor its parent nor any Affiliated Entity shall sell, convey, transfer, exchange or release more than twenty-five thirty percent (2530%) of its equitable ownership in the Cable System without the prior written consent of the MunicipalityTownship. (d) No such consent shall be required for (i.) a transfer in trust, by mortgage, hypothecation, or by assignment to a financial institution of any rights, title or interest of Comcast in the Franchise or in the Cable System in order to secure indebtedness; or (ii.) a transfer to an entity owned and/or controlled by Comcast. (e) Comcast shall make written application to the Municipality Township of any transfer, change in control or assignment as described above and shall provide all information required by FCC Form 394 and any other applicable federal, state, and local statutes and regulations regarding transfer or assignment. The Municipality Township shall have thirty (30) days from the receipt of FCC Form 394 to notify Comcast of any additional information it needs to make an informed informal decision on the transfer or assignment. The Municipality Township shall have one hundred twenty (120) days from the receipt of all required information to take action on the transfer or assignment. (fe) Any consent by the Municipality Township for any transfer or assignment described above shall not be effective until the proposed transferee or assignee shall have executed a legally binding agreement document stating that it shall be bound by all the terms and conditions contained in this Agreement. (f) No such consent shall be required for the following: (1) a transfer to an Affiliated Entity; or (2) a transfer in trust, by mortgage, hypothecation or by assignment to a financial institution or any rights, title, or interest in the franchise or the Cable System in order to secure indebtedness.

TRANSFER, ASSIGNMENT OR CHANGE IN CONTROL. (a) Neither Comcast Mediacom nor its parent nor any Affiliated Entity shall transfer, assign or otherwise encumber, through its own action or by operation of law, its right, title or interest in the Cable System or in this Agreement without the prior written consent of the Municipality provided that such consent Town, which shall not be unreasonably withheld., however, Mediacom may transfer or assign its right, title or interest without consent to a wholly owned subsidiary or affiliate provided that it shall promptly notify the Town, (b) Neither Comcast Mediacom nor its parent nor any Affiliated Entity shall change, transfer or assign, through its own action or by operation of law, its control of the Cable System or of this Agreement without the prior written consent of the MunicipalityTown, which shall not be unreasonably withheld, however, Mediacom may transfer or assign its control without consent to a wholly owned subsidiary or affiliate provided that it shall promptly notify the Town. (c) Neither Comcast nor its parent nor any Affiliated Entity shall sell, convey, transfer, exchange or release more than twenty-five (25%) of its equitable ownership in the Cable System without the prior written consent of the Municipality. (d) No such consent shall be required for (i.) a transfer in trust, by mortgage, hypothecation, or by assignment to a financial institution of any rights, title or interest of Comcast in the Franchise or in the Cable System in order to secure indebtedness; or (ii.) a transfer to an entity owned and/or controlled by Comcast. (e) Comcast Mediacom shall make written application to the Municipality Town of any transfer, change in control or assignment as described above and shall provide all information required by FCC Form 394 and any other applicable federal, state, and local statutes and regulations regarding transfer or assignment. The Municipality Town shall have thirty (30) days from the receipt of FCC Form 394 to notify Comcast Mediacom of any additional information it needs to make an informed decision on the transfer or assignment. assignment The Municipality Town shall have one hundred twenty (120) days from the receipt of all required information to take action on the transfer or assignment., (fd) Any consent by the Municipality Town for any transfer or assignment described above shall not be effective until the proposed transferee or assignee shall have executed a legally binding agreement stating that it shall be bound by all the terms and conditions contained in this Agreement. (e) Notwithstanding any provisions set forth in this Section 12.1, in no event will any such action(s) have any impact on the new cable operator party's obligations as otherwise set forth in this Agreement as such obligations will remain as if no such action(s) occurred.