HomeMy WebLinkAboutResolution - 2005-67 - Assignment of KMC Telecom Agreement - 05/03/2005 CITY OF EDEN PRAIRIE
HENNEPIN COUNTY, MINNESOTA
RESOLUTION NO. 2005-67
WHEREAS, KMC Telecom, Inc. ("KMC") and the City of Eden Prairie, Minnesota(the
"City") entered into an Encroachment Agreement ("Agreement")which took effect June 3, 1997
with an initial expiration date of June 2, 2002,with an automatic renewal for an additional five
years on June 3, 2002 and with the automatic renewal period expiring on June 2, 2007. As a
result of a pending Asset Purchase Agreement initiated by CenturyTel Acquisitions LLC
("CenturyTel") d/b/a KMC Telecom III to purchase the network assets of KMC in Eden Prairie,
KMC has notified the City of its intent to transfer and assign the rights and obligations of KMC
to CenturyTel and has requested the consent of the City to transfer those rights and obligations
pursuant to the Agreement; and
WHEREAS, KMC represents to the City that CenturyTel and KMC have jointly filed an
application for the transfer of assets and customers from KMC Telecom III LLC (f/k/a KMC
Telecom, LLC; KMC Telecom III, Inc.), a wholly owned subsidiary of KMC Telecom Holdings,
Inc. to KMC Telecom III LLC, a wholly owned subsidiary of CenturyTel Acquisition, LLC, at
the Minnesota Public Service Commission pursuant to Minnesota Statute 237.74(12); and
WHEREAS, KMC represents to the City that CenturyTel is qualified to provide the same
services that KMC has been providing in Eden Prairie; and
WHEREAS, CenturyTel represents to the City that it agrees to adhere to all applicable
provisions of the Agreement; and
WHEREAS, KMC and CenturyTel's represent to the City that CenturyTel's acquisition
of and continued operation of KMC's network assets in the City of Eden Prairie will result in
positive benefits for the Eden Prairie community in that it will promote local exchange
competition.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Eden
Prairie that consent to the transfer and assignment of the rights and obligations of KMC pursuant
to the terms of the Encroachment Agreement to CenturyTel is hereby granted.
BE IT FURTHER RESOLVED that this Consent shall become effective as of the date
of the closing of the Asset Purchase of KMC Telecom III LLC's assets in Eden Prairie by
CenturyTel which is anticipated to be on or near June 30, 2005. In the event that the Asset
Purchase is not closed before or within ninety(90) after June 30, 2005, this Consent shall be null
and void.
ADOPTED by the City Council of the City of Eden Prairie this 3rd day of May, 2005.
N T -L ns Mayor
ATTEST:
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Ka een Porta, City Clerk
ACCEPTED AND AGREED TO: KMC and CenturyTel's acknowledge that the
representations contained in the above Resolution are true and correct
ccKMC"
Signature
Marva Brown Johnson
Print Name
Vice-President and Senior Counsel
Title
Date
"CenturyTel"
Signature
Print Name
Title
Date
05/04/05 12:00 FAX 6123496292 GREGERSON ROSOW JOHNSON IA006
ACCEPTED AND AGREED TO:
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Signature JS e
a Brown Johnson
Print Name Print Name
Vice-President and Senior Counsel
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Date Date
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