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CONCLUSION <br />I recommend adoption of the attached resolution conditionally approving the reorganization. <br />The conditions imposed confirm: the City's right/obligation to consent to any future significant <br />changes in control over the local cable franchise; that the franchisee remains fully subject to the <br />franchise and applicable laws, and; that Charter remains subject to all liabilities or obligations <br />regardless of when such liabilities or obligations arose. The City expressly reserves all its rights <br />in that regard. <br />After a fair amount of discussion and negotiation, Charter has agreed to reimburse the parties <br />legal fees and expenses associated with this review, up to a capped amount. I do not believe that <br />my fees will exceed this cap and Charter should fully reimburse all fees. <br />5 <br />