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EXHIBIT 10.46
ASSIGNMENT AGREEMENT
THIS ASSIGNMENT AGREEMENT is made and entered into as of the 4th day of
March, 1998 by and between Gulf Power Company, hereinafter called Licensor and
Knology of Panama City, Inc., hereinafter called Licensee.
WITNESSETH:
WHEREAS, Licensor has previously entered into pole attachment
agreements with Beach Cable, Inc.
WHEREAS, Beach Cable desires to assign its rights and obligations under
the pole attachment agreements to Licensee; and
WHEREAS, Licensor desires to consent to such assignment under the terms
and conditions herein stated.
NOW, THEREFORE, for and in consideration of the mutual convenants and
agreements herein contained, Licensor and Licensee hereby agree as follows:
1. Licensor hereby consents to the assignment to Licensee of the
following pole attachment agreement with the following entities:
Beach Cable, Inc. - pole attachment agreement dated 01/01/98
2. Licensee does hereby convenant and agree to do and perform each of
the convenants and undertakings of the aforesaid agreements, to pay each sum of
money required to be paid under each agreement to the full extent as if such
agreements had been originally made with Licensee.
3. Licensor and Licensee agree that the terms and conditions of the
aforesaid agreements shall continue in fall force and effect and no modification
to such terms and conditions shall be made during the term of such agreements,
except modifications which may be required for safety, operational or other
related reasons.
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4. Licensee covenants and agrees to indemnify, protect and hold
Licensor harmless from and against any and all claims, damages and other costs
(including attorney's fees) relating to the obligations of Beach Cable under the
agreements.
5. Licensee shall pay all outstanding debts owed to Licensor by Beach
Cable currently due or that may come due in the future under the aforesaid
agreements.
6. Nothing contained in this Assignment Agreement shall serve to
discharge Beach Cable, or the respective sureties of Beach Cable, from any
liability accrued or accruing under the aforesaid agreements.
IN WITNESS WHEREOF, the parties hereto have caused this Assignment
Agreement to be duly executed by their respective corporate officers thereunto
duly authorized as the day, month and year first written above.
ATTEST: LICENSOR:
GULF POWER COMPANY
/s/ Xxxxx X. Xxxxxx BY: /s/
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ASST. SECRETARY VICE PRESIDENT - POWER
DELIVERY AND CUSTOMER
OPERATIONS
ATTEST: LICENSEE:
KNOLOGY OF PANAMA CITY, INC.
/s/ Xxxxx Xxxxx BY: /s/ Xxxxx X. Xxxxxxxx, Xx.
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Xxxxx X. Xxxxxxxx, Xx.
VP Operations
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EXHIBIT A
DESCRIPTION OF SERVICE AREA
Name of Company Knology of Panama City, Inc.
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For Agreement Dated January 1, 1998
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A description of the geographical boundaries of the Agreement by
Township, Range and Section:
1. The City of Panama City Beach, Florida.
2. The City of Panama City, Florida.
3. The City of Lynn Haven, Florida.
4. The City of Springfield, Florida.
5. The City of Cedar Grove, Florida.
6. The City of Xxxxxx, Florida.
7. The City of Callaway, Florida.
8. The unincorporated areas of Bay County.
WITNESS: Knology of Panama City, Inc.
BY: /s/ Xxxxx Xxxxx By: /s/ Xxxxx X. Xxxxxxxx, Xx.
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Xxxxx X. Xxxxxxxx, Xx.
Title: VP Operations
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ATTEST: Gulf Power Company
By: /s/ Xxxxx X. Xxxxxx By: /s/
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ASST. SECRETARY Vice President - Power Delivery and
Customer Operations
