ORDINANCE No. 179057

* Consent to transfer of revocable permit for public telephones from Qwest Corporation, formerly U.S. West Communications, to FSH Communications, LLC (Ordinance)

The City of Portland ordains:

Section 1.  The Council finds:

1.  Ordinance No.174341 established certain terms and conditions for US West Communications Inc.'s use of the city’s streets. Among these terms and conditions is that the permittee shall not assign or transfer the revocable permit, by any means, without the prior consent of the City as expressed by ordinance. Section k. U.S. West Communications now conducts business as Qwest Corporation (“Qwest”)

2.  On October 15, 2003, the City of Portland amended Ordinance No.174341 to extend the term of the permit for an additional period of three years. Ordinance No. 177957, effective October 15, 2003.

3.  On August 6, 2004, Qwest notified the City that the public pay phone service was being sold to FSH Communications, LLC, a Delaware corporation authorized to do business in the state of Oregon. This sale closed on or about August 23, 2004.

4.  Qwest and FSH Communications LLC. have asked the City to consent to the transfer of the revocable permit granted by Ordinance No. 174341 on the effective date of sale of the revocable permit to FSH Communications LLC..

5.  The transfer request has been reviewed by the staff of the Office of Cable Communications and Franchise Management. Staff recommends that the Council authorize the proposed transfer of the revocable permit to FSH Communications, LLC.

NOW, THEREFORE, the Council directs:

a.  Pursuant to Charter Section 10-216 and Section k of Ordinance No. 174341 which granted a revocable permit to US West Communications, Inc., and in reliance upon the representations of Qwest Corporation and FSH Communications, LLC, consent is hereby given to the transfer of the revocable permit granted by Ordinance No. 174341 from Qwest Corporation to FSH Communications, LLC.

b.  The revocable permit granted pursuant to Ordinance No. 174341 shall be amended as follows:

i. All references to Qwest Corporation (“Qwest“) in the permit shall be replaced with FSH Communications, LLC.

c.  Qwest Corporation has provided the City with written notice that the actual transfer of the revocable permit will occur upon closing of the sale transaction, which was scheduled for August 23, 2004, and FSH Communications, LLC has undertaken responsibility for performing, complying with and assuming all of Qwest Corporation's covenants, duties, obligations and liabilities under the revocable permit that arise after the effective date of the assignment. The City may request additional documentation for clarification of any questions regarding assumption of revocable permit obligations and responsibilities for future performance of such obligations.

d.  Within 30 days after this ordinance becomes effective, FSH Communications, LLC shall file in the Office of the Auditor of the City of Portland a written acceptance of this ordinance meeting the approval of the City Attorney. Such acceptance shall be unqualified and shall be construed to be an acceptance of all the terms, conditions and restrictions contained in this Ordinance and the Qwest Corporation revocable permit granted by Ordinance No. 174341, as amended by Ordinance 177957, as they apply to obligations that arise after the effective date of the assignment. A failure on the part of FSH Communications, LLC to file such written acceptance within such time shall be deemed a rejection and abandonment, and this ordinance shall thereupon be null and void.

e.  Upon the filing of an acceptance hereunder by FSH Communications, LLC in a form satisfactory to the City Attorney, the City releases and discharges Qwest Corporation., from any further obligations or liabilities under the US West Communications, Inc, doing business as Qwest Corporation, revocable permit.

Section 2. The Council determines that an emergency exists because there should be no interruption in the provision of services or associated delay in authorizing public pay telephones to be located, serviced, and maintained on City streets; therefore, this ordinance shall be in full force and effect from and after its passage by the Council.

Mayor Tom Potter

Author: S Sloan /B Walters

Date Filed: February 10, 2005

BACKING SHEET INFORMATION

AGENDA NO. 101-2005

ORDINANCE/RESOLUTION/COUNCIL DOCUMENT NO. 179057