i'd like to call this special city council meeting at six o seven p m the fir please join us in a pledge of allegiance thank you the first order of business is the agenda council route for move to adopt the motion there are no amendments there are ok there's a motion to adopt agenda as presented is about what we're about to do and then the chair will entertain motions on the executive session thank you president o'dell yes we have continued to work on the development agreement if people recall the public recalls we the council approved a pre development agreement in may of two thousand and sixteen the concept for the beginning always was that there would be a final additional document development agreement that would be approved before construction began work on that has  intermittently since the vote by the public last november and there was some period of time where much of the development agreement discussion was on hold with the uncertainty regarding how the permits would be resolved once since there was permit ing issues were resolved this summer there's been a focused effort to finalize this development agreement and we have updated council previously on those efforts in a couple months i think since our last exam session my hope is that this may well be the final executive session on the element agreement and confirm the council is  pleased as a whole with where this is that this could be ready for action i expect this will be you know public and before the council for action in the month of october unless there is a in the series a surprise but the intent with tonight was have a final that premature disclosure of of contract negotiations would be adverse to the city's interest is that correct yes is there motion to that effect councillor mason made the motion on the finding is there a second open session at seven pm thank you very much like to call the council back from recess please like to call the council back from recess they've been outside playing recess is over so while we're gathering just wanted to let people know what's going to happen now we're going to have a presentation from mr terry dorman council please come together now we're going to have a presentation from terry dorman about each of the three finalists to purchase burlington telecom at seven thirty that will take us to roughly seven thirty at seven thirty we will go to part one of the public forum and we invite you to sign up to speak and what we thought was tonight will have a public forum in two parts so we'll take some public forum at seven thirty and then we're going to go right to questions and answers from the city council for the public to hear the council's questions hear the answers and then after the q and a section session assuming there are people who still would like to speak who didn't get a chance in part one we will reopen the public form in that time and finish up because we do expect a lot of interest in speaking we're going to set the clock at two o'clock two minutes and there's now a clock that can tell you how much time is going to be a countdown tonight so now you can watch that clock back there to tell you how much time you have left so this is an innovation for tonight so  so let's get going with it mr dorman and mr cough please come forward just by way of background as most of you know we've been working with the city and with burlington telecom since march of two thousand and ten initially doing an assessment of the situation with citibank and then in august of two thousand and ten taking over the management of bt and we've been through first the settlement with citibank the refinancing and now the sale purchase price twelve million dollars sure's thirty million eight hundred thousand tang twenty seven million five hundred thousand two footnotes the sures offer includes a reimbursement of fiscal twenty eighteen capital spending and so if if beattie did not spend in accordance with his budget there would be a purchase price adjustment or claw back for the portion of that cap ex that was not spent in our discussions we sure as that was their initial approach to add a incentive to all operating results for twenty eighteen because as everybody knows the these agreements are coming in early in the fiscal twenty eighteen year and by the time the sale gets through the p u c it will likely be towards the end or past the end of fiscal twenty eight there have been discussions about increasing the purchase price based on performance between the time of the yellow y and the closing day and so in this case these offers all look to the twenty seven thousand results that is the the financial year that ended june thirty twenty seventeen we're now into twenty eighteen as most of you know b t s performance has improved annually the trajectory is good and so in fairness to the seller in this case the city of burlington and blue water should be compensated  for improved results to the extent there are improve results taking has there l a law includes a provision for an earn out they've added five hundred thousand interest taxes and amortization sure's has made a reference to and is discussing an urn out but that we're not at the point to know how much that would be or the other components of the here is the potential there for for an increase purchase price  the sure is offer to be determined if there's an urn out beyond the thirty million eight hundred thousand ting takes the purchase price up to twenty eight million subtracting the bluewater loan balance which is the merchant's bank bluewater loan we project the balance will be five million five hundred forty thousand a year and it will go down a little in the next six months of f y for the second half of f y twenty eighteen it will bring the cash proceeds under the b t l proposal to just under six million four hundred sixty thousand the cash proceeds under the shore is at twenty five million two change very slightly the should the city elect to accept equity in lieu of cash the city share under twenty point zero five percent there are certain additional terms i think all of the buyers will have some requirements in their documents around the city some of the  all of the buyers will have certain requirements around their the city contract in the case of k b they've requested ten years city contract of ten years the sures and tang l allies have not specified that but in conversations with the parties they expect that will be worked out in the early stage of documents and is as you recall there's a period in the process where we're dealing with those critical elements of the documents and this is one of them all will have some requirements around the church three leaser option to purchase in the case of k b t l they would like to lease in perpetuity or an option to buy after five years sure's and tang have not weighed in with their specific requirements but i would expect they would want either an option to buy a right of first refusal and a lease with multiple renewal terms the k b t l proposal includes a relocation of the memorial auditorium equipment sure's has referenced it but further discussion is required on sure as and tang has included the cost of the memorial relocation and their offer i think all should be considered on what's known as a cash free debt free basis just to be fair or to k k b t l i don't think that they should be having to provide for assuming any liabilities any current accounts payable that should be offset against accounts receivable the timing of the burlington buildout i need to management plan which is a build out for all addresses passed with the exception of one twenty homes by the end of fiscal twenty nineteen so june of twenty nineteen there has been some expression on the part of tang about a willingness to potentially move faster but i don't think that that could be analyzed until we understand the timing of the transaction it would likely be late it would likely be too late to make any changes in those plans the only other term of significance is that under the teaching proposal or excuse me the city would get a put right that is the ability to require tang to buy their equity back but in exchange tang has asked for a right of first refusal which would mean that if the city decided to sell its interest to a third party other than t probably fairly unlikely but something that the city could consider telling is seeking a right of first refusal meaning that if the city has the right to put those that equity back in exchange for payment then they would like a discount to the multiple that they are paying for the shares and that has not been worked out i expect that will be a lively discussion if those discussions continue that really sums up the high points but if we could perhaps start on q and a then i could elaborate on those areas that the councillors would like more information on so i think what i would thank you very the clock for two minutes and we'll go until like maybe quarter till eight see how far we get so the first speaker is traveling friar i believe and he'll be followed by matthew  get to go first my thoughts are simply you know why are all these people here why do we care about  this we're talking about why isn't a partner talking about the state of the art fiber network and community ownership i think that's why it's interesting to people and i won't go into the significance significance of why each of those is interesting except that i would argue that number two is more important the number one being that i think if you take away number two community ownership and oversight in telecom becomes much less compelling i think digging into the weeds of the short term legal and financial details seems to be blinding a lot of people to the key details the key detail which trumps the other details which is that something very special with an amazing long term future benefits for the city if you can keep that community ownership and oversight and i think that is ultimately more important than it being a state of the art fiber network and that is the to me the most important aspect of it so if we take away that it's not really an interesting th all right well i'm back here again to talk up the local co op and a few quick items i want to cover the first is i think it's just very useful to acknowledge that the models much less well known in terms of his intricacies by most of the population the country it's not taught in business schools so i think it would be behoove folks to really look into how co opt capital functions in order to fully understand the benefits and i'd recommend  particularly a lecture by brant from the u w universe of his wisconsin center for the study of co ops and titled the curious case on the curious case of cooperate capital so if you want to want to have some riveting you tube viewing that would be that would be useful second i'd like to express and as you're all probably aware publicly traded companies have a fiduciary obligation to act in the best interest of the shareholders or they can be sued and that to me is a red flag in terms of their or the possibility of them being acquired by a large player and then all of this kind of discussion of we've got these anti monopoly agreements in place i'm i don't have great confidence in the ability to really maintain that in the face of you know some substantial investors saying all right comcast has thrown down a pretty good bit let's let's take it you know and from a publicly traded corporation perspective that looks like success from the burlington perspective that looks like us really sort of losing out big time i think that's a huge risk and i think that should be seriously considered as you're considering that these three deals finally just process wise i want to sort of acknowledge how much volunteer effort from a lot of civically man people in burlington has gone into the keep the local bit over the past five years and i would encourage you guys to keep on schedule because every two weeks that this is pushed back we're taking up more capacity so thank you thank you rob baucus former counselor and then alex friend thank you president about seventeen years ago the city council was looking at the issue of who should have the downtown grocery store there was a lot of pressure at that time to chew shots because they were the big player at the corporate player that had the money but what we as a city council recognized at the time was that the corporate player they lacked an investment in our community as a community the kind of investment we wanted from a grocery store and so we selected the co op it's clear that we did the right thing the co op is thriving it is expanding shahs who knows what they would have done but they would have done what any corporation does is they would have protected the bottom line and that what ever made them the most money that is why we need to keep burlington telecom local locally owned and the co op is the best way to achieve that the people who own burlington telecom will be the people of the cities the rate the rate payers from burlington telecom we i'm a user of burlington telecom will all have an interesting keeping it up to date modern and under local control that is really not an interest that any corporation which is not vested in the city is going to have so if we want to protect our investment in burlington telecom and we have a huge financial investment in burlington telecom that city we need to keep rolling telecom local so that that investment is protected i'd also just like to add quickly that the other two players are offering vastly more money than keep pearlington telekom local is offering where are they going to get that from they're going to get that out of the hides of the rate payers we're going to have to have great big enough to give the return on that kind of investment that those investors would want and that would be a high return i for one don't want to be funding that return i want to be funding my local business thank you thank you alex friend to be filed by walter judge  c you can i hold i'll hold you up anyone else can have that option as well walter judge and then barbie  all benefit every day from services and goods that we purchase and we enjoy them and we use them i don't necessarily see why everything we purchase everything we being made by keep the local which is my understanding ten or twelve million dollars per funded by a fourteen percent bank loan i'm very concerned that the taxpayers  burlington will be back before this board before the city council again at some future date because we've had a recession or a downturn in the economy very glad i get to go after him rather than in front of him because i will tell him why we should keep this local i'm a member of the city market i bank it from on state employees credit union they're both locally owned all the money made by those companies stays local gets spent in the local economy and helps burlington you give this contract to a for profit company there for profit and they will take a profit and that money will lever mont it won't stay here it won't support our economy and while they may talk very well about supporting the local business community they're taking our money away we've put the money into burlington telecom so far we built the fiber network keep it local thank you turnbull and then grace ahmed i thank you for the chance to speak with you i really have questions rather than commentary i i'm paying a lot of attention to the money and i know that we're all trained as americans to always go for the most money all of us but i'd like to have answers to three questions has the council received legal advice or opinion as to whether there's a  imperative to favor the highest dollar purchase offers or to give greater weight to the offered price in relation to the other factors that you're considering second what if any local state or federal laws might compel the council to favor the highest possible relative to the other factors under consideration and third what if any contractual terms may be obligating or influencing the city or any city officials to favor the highest dollar bid in preference thank you very much people are just coming in we invite you to sign up for a public forum we'll also be a can yes we're not done yet i'm just saying we're just a little beyond seven thirty and and we started public form a little late so for people are just long been a big supporter of keep locals bid and if there is any way that we can make the deal work i would love to see that happen reality pressing upon us what i am asking for tonight is that you keep the office offer for sure is communication in the final two because i think that that aligns with our values better than the offer from tang i think that they have more experience their company orbital has been doing broadband internet fiber since two thousand and one and tang has only been doing broadband fibers and two thousand and fifteen they have a longer rate guarantee for us subscribers five years is almost double thirty months thirty months isn't even three years i'm concerned that we're going to and   thank you thank you very much carolyn bates and then michael long awful i can't begin to tell you how many times i lost my e mail i lost my clients and then bt came along i jumped on board as a beta with bt and it has saved my business it is enhanced my business and it's an unbelievable asset to the city of burlington to bring in new business which i think you always want to do keep a local why don't you as city council work with them like you did with city they paid two hundred apiece so perhaps that's what we should do and you take seven thousand members times two hundred and you have fourteen million added to the twelve million that's twenty six and you've got to keep it local how many million dollars have our tax payers gone into the business of burlington telecom twenty thirty forty i have no clue i don't think anyone does well maybe you do and that should not leave the state that should not leave burlington that money must stay here and you need to work with keep beattie local and keep this a local call up just like you've done with idea but it didn't work out really well and there surely because of some problems with cash flow and marketing and secrecy and deception with regard to the seventeen million that was was was misappropriated the effort to kind of right that wrong that were coming through now which resulted from the settlement with citibank i think it was a it's a noble effort but i was disappointed that that settlement required the sale of the asset because i believe that can telecom was sort of initially conceived and properly considered a public utility that should remain a public utility for the city just as burlington electric is but given that the city settlement doesn't allow that to happen the co op structure as compared with the corporate structure is a good a good compromise and something that i think keeps the faith and the trust of the people instead of taking an asset that the public contributed to  and once it's on its feet and working well and profitably then selling it out from under them so i think keeping bt local keeps ownership in the community even though the city is divest bed and i'd also like to point out one of the one of the things that kind of gets lost in the dollar amount conversation is the difference in price between what he and the other paid a lot of that comes back to shareholders  subscribers in equity the subscriber owner model of a really does keep that value and that the price of the whole utility local and the and when subscriber owners get a share in that utility and profits go back to the subscribers you know there's a real dollar value in that that goes beyond just the influx of cash to the city at this moment and i think that's a that's a that's a detail that thank you president nobel winning a lot lately during the discussion of the sale of bt about how it should be made as a business decision i think we should really understand that this sale process driven by the bluewater agreement has as much a do with business as a russian election has to do with democracy the bluewater agreement was conceived in a corrupt fashion there's a whole story to that and it's conditions are a sell out of the millions of dollars the citizens abroad and invested in b no good is going to come about from the sale of those conditions the bluewater agreement on like a broken record but the bluewater agreement must be brought out let's be terminated bought out for a reasonable amount the city for a place in which additional financing should not be sold and if it is so old it's only be done so with the approval of the voters keep burlington telecom local thank you all right so that's and i'm going to close this part of the public forum and alpha alphabetical order and take questions about each bed and then move on to bigger number two and then move on to number three so the purpose of tonight is to make sure that the council has correct factual understanding of the bits so that is to say tonight is not really that the night for debate is a question w night is not really the night for debate but really to make sure that we are questions about the bids themselves are answered and if our are consultant and our legal team in the mayor do not know the answers that they are going to go get the answers so that by the time of our vote to narrow from three to two we do have all the information as much as the information is we can get a process that could go on forever but it cannot go on so i will try to make sure that everyone has an opportunity ask questions and i'll probably go from side to side i'm saying all kinds of questions over here or these questions about how we're going to proceed yes i have a few questions that are just broad questions for all three and i wondered if if there could be a time for rather than just the specific offers to have questions that are broader than the ok sure i think that's fine if people have like the same question for all three sure we can we can do that just also a procedural question calcium is just a cliff or a present auto even though mr  we had a legal question for example we would ask it when that so in theory they're all of the law is that a fair yes i'm sure they're all the table and then the legal questions will go over to the legal team thank you for your fine great so are we ready to start e for us the current and future potential to recoup some of these monies for all the taxpayers of religion not just that percentage of burlington households and businesses that are current or future bt subscribers all of the offers have an equity component the question of whether or not the city wants to in effect reinvest in the new entity is is probably one that should be answered in connection with the risk profile of a municipality generally in the history of burlington telecom but assuming that the decision is under all three to roll to equity there is a share that is allocated to the city in the case of k b t l i calculate it that it just under thirteen point five percent in the case of sure's twenty point five percent and in the case of paying twenty point zero five percent as a general comment it must be borne in mind that there is still some amount of ongoing negotiation if any of these parties want to make changes or clarifications to their offer or if the city wants to make a request of one or more of the groups to me that's fair game so there is on the table now a discount to put right in the tang l o y  which hasn't been fully negotiated so it's hard to comment on how that will affect the city all of the parties have provided projections i think the next five years are probably the most valuable for the purpose of waiving the various offers  the k b t l proposal will have debt service which will have the effect of reducing the near term cash that's available to shareholders however all of them have an equity components so it by definition the larger equity component if you believe the management of the three are going to be about the same  you said thirteen app percent as i've carried interest with the state correct so explain to me how financially dollars come back to the city through that equity holding under the k b t l l a law there would be a point in the future where the city could notify k b t l it wanted to monetize its interest and there would be a an appraisal or some sort of third party valuation and buyback terms of been specified by any of the parties cancer shannon thank you i'm allowed to ask more than one question and i'm just just do one question on first round let's not be greedy let's there's concern about how user information is shared and i don't think that that is something that any of the offers have spoken to and since i'm going to expect you don't have any answer on that i'm just going to put that out there and go on to one of my other questions but i would i would like an answer at some point about how user information is handled with different better also we we currently offer low income households a discounted rate which i think is a lifeline rate and i didn't know if there was anything regulatory about that if it would be expected to continue in the same way for all offers or if there's a difference if there's a commitment to the contributing to and i didn't see anything in the other two offers but you were telling me that it would be the same no matter who is the buyer had conversations i've had my space and a different city attorney just to clarify a little bit the lifeline program is a is a federal program as stephen said that recently bt applied about there's some initials for a particular kind of provider so that we can have the life line program got that certification went through a process with the public service board to get that and has that designation now and every we have been including in our negotiations that we we want all the bidders to to include to continue that program and stephen has done a great job of making a pretty really strong case for why that it is a good thing for burlington telecom and as a business and for continuing in the community ok so they'll be opportunity and future rounds i'm going this is still questions like across the board questions for all betters i count there right then i have paul mason and tracy and then i have jang others ok you tell me the b to have a stablished a set of criteria can you tell me if each one of the beds met all the criteria and if any one of the three did not can you identify what the criteria  was that they did not me minimum there was a concern from when we sent that forward and that was clear in our explanation other than that the criteria felt that everyone addressed the criteria to the degrees of how they met the criteria vary as to whether the bid was met the qualified purchasing  that is not is a question that is easy to say absolutely solidly legally one way or another but at this point we have not raised an issue about whether or not the bid for example meets the parties saying that that is not an issue i'm saying that we have we have not sat down and done an analysis of the how the financial piece is work out so far the city has been treating it as if the minimum the offers about the carried interest and all three of the offers have given the city the option of carried interest as opposed to taking the cash correct ok they range from thirteen percent to i believe is one of them around thirty three percent that is or twenty three m there are there's the mathematical calculation which in the case of k b t l those thirteen point four six percent in the case of sure is twenty point five percent in the case of tearing twenty point zero five percent and sure's has agreed to allow the city to contribute incremental capital to increase its interest to thirty three percent ok thank you that was that was what i thought  this sale that i guess is more a legal question so this sale will then go from us to the public utilities commission and i'm wondering if there are any regulatory playing out for each of them the short answer to that question is yes there are hurdles that are there for maintaining a carried equity interest there we have a provision in our charter the state that you in order to you that you're allowed to have a joint venture to to do a telecom but there's a countervailing provision that also requires the public utility commission to and i'm going so the the statute that i'm referencing is section four thirty eight of the city charter and it states to the public utility commission before issuing a c p g a certificate of public good must ensure that any and all losses from these businesses and i'm going to skip a little bit and any and all costs associated with investment in cable television fiber optic in telecommunications network are borne by the investors in such business and in no event are borne by the city's taxpayers the state of vermont or recovered in rates from electric taxpayers rate payers excuse me so while you're allowed to participate in a joint venture we have this  countervailing protection that is going to be examined to figure out whether there are any losses associated that could be associated with this investment of the first part is the answer to your question and i would add one more thing to that which is in addition because the money that was originally put into burlington telecom was a combination of money borrowed from cit bank and taxpayer dollars that went into telecom over the years since then there's been a lot of repair money invested back into it as well but it's very hard for the public utility commission to separate all that and say if the city were to roll over its interest to this new entity would that be putting taxpayer dollars at risk of loss in the future we don't we can't anticipate how the public utility commission will answer that question but it will certainly be one of the considerations that comes up in the regulatory process counselor mais and then thank you president this is directed to the city attorney could you i think for the public's benefit we've had the benefit of getting this advice could you walk through other than the public utilities commission which you just touched on the other required consensus that would be required as part of this transaction thinking specifically of bluewater and city you know or i should say backup are there any of the three offers that have been presented or are there other consents or risks that the city might face for example and accepting one offer as distinguished from another under the blue water agreement we there's a provision that allows them to go and take a look back and make and make a determination about whether a first time operator whether there's a reasonable likely likelihood that a first time operator will be approved by the public utility commission so that's kind of an extra step for any first time operator  you speak to how long each of these particular bidders has been doing specifically fiber to the home operation this fiber business is relatively new and i will ask stephen if he knows the exact time began its fiber to the home i do not but it's relatively new and a limited number of communities i mean i'll have to if it's up to me i will have to follow up with that with answering that question so that in fairness to taking it in fairness to answering it correctly for you ok in the case of sure they have been in the cable business for about fifty years i believe  thank you president al teddies this is a specific question for you and for the record what is due out in pokemon for the public about this creep it's about the process of sending bloomington bee tab and the city council to advise on the process we were recipients of in cory's from various parties dating back to twenty ten expressing interest so our first step was to contact all of the parties that made initial inquiries to gauge their interest and make a determination if they were worthy of further conversation we we began speaking with the k b t l group very early on in fact we encouraged initial interested parties there were a few no most of them were a result of either us contacting a potential buyer or a buyer contacting us there was one of the eight that came in through the city council made a very serious offer but it was late in the game and it didn't appear that that it would make the first caught so other than that other than that particular offer we work closely with obtain the bridge financing which is known as the blue water financing but there's a little bit of history that that is useful to review we had a planning session  with with the city when we were trying to work through a potential settlement with citibank because to refresh everybody's recollection we were in the middle of a court case where citibank was seeking to pull all  fiber and shut the business down we we reached an agreement with citibank where which was the cornerstone of the ultimate settlement but at the time we were having difficulty finding financing we finally found a special situation municipal funding source that became one of the finalists at the time of the bridge financing in in late two thousand and fourteen and that that was the first of three funding sources that we brought in there was a competition and bluewater alternately prevailed the interesting footnote on on all of those financing is none of them were interested in providing the financing until we agreed to not be paid until the end ordinarily in our work where we are paid on the current basis when we agreed to subordinate any of our fees for our work until after the bridge financing source was repaired so we will be at the conclusion we will be paid for the work that we've done today and then there will be a in additional payment well you know to go i was just got one question so we're going to just hold on and then we come back around other people have another opportunity and i'll be happy to queue you up everyone's got lots of questions so i'd like to ask a question for all these then it's also an across the board question and then we're going to go to questions specific to keep the local and i'm going to be going first to people haven't asked a question yet so you have next question yet your time is about to come so one thing that we've heard from the public is that it's with the key key bt local offer we know what their financing is we know how much they're borrowing we know the interest rate there for we know that they're going to have to make a rate of return that's adequate to repay that debt and then a little bit more in order to finance the their plans to expand with the others because they are are they  apparently telling us that they can finance their bids with cash correct the cost of funds is obviously non zero because there's always some cost to capital but it's not as explicit as in the key bt local bit but they will obviously have some target rate of return that they expect to make on their capital now the council i believe has received some pro forma as that will allow us to evaluate and compare those those minimum required rates of return so but just based on the industry because those are going to be subs are subject to non disclosure agreements what is the end you in your judgment in this industry what kind of rate of return w be expecting from this investment do you have any way of saying i don't know and the reason is that both sure's and tearing our strategic buyers and whatever a strategic buyer evaluates in investment they're taking a variety of matters into consideration so for instance ting is early in the fiber business this represents a large and important acquisition for them is obviously part of their consideration i can't say how they weigh that but we certainly would acquisitions is a long term buy and hold and burlington is attractive to them on that basis ok so that's just something that i'll be very interested in and getting an understanding as i look at the pharmacy and so i just want the community to know that that is something that at least some of us will be looking at so now questions on keep beattie local hands from anyone who hasn't ok i'm going to go with  thank you i have plenty of questions but i'll stick to one very specifically to andy monopoly future sales restrictions with regard to k v by my understanding from information that's been in the public and conversation that we've had that there is no contemplation by the co op bed of any future sale is that's a first part of the question is that correct or is my something that's my understanding ok so by my understanding of this i want to flush the sell just a little bit i think it's important for why i need to understand this i think others should too is that the with the financial dynamics of the co op bid we recognize that there's some risk in the assets would be foreclosed on by i mean fiber company is that correct it is and under their current agreement if that were to happen in some future universe that they were chosen would it be main fiber that would be able to direct the sale of the assets that we call bt today we have not seen the full main fiber financing agreement and i would guess just based on the correspondence that one doesn't exist because there's there's a letter of intent to provide the financing and then followed up by a limited commitment  they will have i expect all of the standard rights that any lender would have and in terms of being able to repossess and sell the assets by way of background this was one of the issues that was tricky was citibank because citibank had the right to litigate in court but they just they could not come and take it away because they did not have a permit to operate a stop there that first round only have coun if as councillor roof was just discussing that what were the case what is the possibility that one has been discussed that the city could potentially purchase it back i'll make a broad comment that i think there are a lot of questions public comments and questions that have been made whereby additional terms could be included in the agreement with any of these parties and so i think that something like that could be included but i'm worried that doing so would likely run afoul of the legal or statue requirement that was referenced earlier in other words there would have to be some sort of pre approval for the city to do that if if that was to take yes there isn't anything in the documents right now proposing that but if i understand what you're saying you're saying is if if the faulted on its loan to main fiber the right of first refusal that would allow the city to pay main fiber back its ten million dollars i'm curious if that's been in any discussions not no not that were involved with and i think what terry saying is that would you're back to that how do you put more taxpayer dollars into an ass a when the law says you can't put taxpayer dollars into  ok so we can come back to this guy have a follow up i think others do too so counselor bush is the only one who didn't have a first round question do you have a question on p p t local specifically you have the floor and let me just say and then we're going to go to second second round the questions anyone who's already had a question canalis a question about keeping the local and the order is tracey mason paul jang and roof bush so in this proposal the city has an option to have maxima but you said thirteen percent or something if we wanted to exercise that in in the  if in that model and a co op model how does that work has that been explored how you know the eighty seven point five percent ownership of the co op and then the remainder being  how does that can you explain that a little bit more i will tell you what i understand will circle back with k b t l that provide additional information there is a yet to be formed co op entity and according to the k b t l l o y the city would get twelve and a half percent of the stock or the shares in that and the remaining balance would be distributed to the members there is a provision whereby the city could sell its interest back to the co op but that has not been fleshed out there was a question asked by the by the k b t l group about paying the city some specific amount of money against its equity i cautioned that that creates i think other challenges with the citibank agreement so there is no the city's interest in the new yet to be formed entity would be a speculative investment there would be no written agreement as to the city gets paid x dollars over a specific period of time just the attorney about this so as you stated whatever offer gets selected has to get approval the public i want to call it the public service board but whatever it is and if this model was to move forward my take from you is that there may be no option for that eighty seven point five twelve whatever percent option because they would say that would put people at risk if there was if the co op model or am i right not understanding that correctly i don't i don't i want to link these two together to understand what that risk is if any my understanding is that the the  you're required to take it as a carried interest we have raise some concern about whether or not you could receive public utility commission approval with the carried interest the protections that you that you that might allow for that to happen more easily are more easily addressed when there is cash available and other rights when you haven't really been fully heard through the put that might be available goes along with what counselor bush was asking because my question refers to  kerry interests creating complexity within the context of the p s p approval but i guess my broader question is would meet meet that definition of a qualified p want to go forward with something we don't want him locked into a position one way or another so part of what you're asking aren't thing are some questions that we've left open for negotiation and the ability to move the picture you know k b t l offers twelve million dollars the other offers are significantly higher understanding that there's a waterfall of proceeds you know we have signed contracts that got us to this point that require us to deliver a certain percentage of the proceeds to various parties including citibank i'm curious your opinion in terms of whether it's somewhat ties into the fiduciary question that was asked earlier if this council were to go with a twelve million dollars b it your position that we potentially face litigation from citi capital or the taxpayers or anyone else hesitate to put words in someone else's mouth but from my perspective the attorney i would have to say there is  risk there that needs to be considered i concur so to put you in a position that attorneys as an attorney myself don't like to be you know we're having to evaluate that risk and i'm wondering you know is this a one percent risk is this a nineteen i mean again i'm just i'm trying to put some parameters saying there is risk doesn't help much other than to know that you have a concern that if we were to accept the twelve million dollar offer city capital who is entitled to potentially twenty five percent of fifteen million dollars that's not being paid may very well say hold on a sec you know we were entitled to some piece of  that i think what we're trying to say is we don't it would not be in the city's best interest for us to right now say to you here are the kinds of claims that somebody could bring against the city and invite them to make those claims and so it really wouldn't be in the best interests of everyone for us to really give you a go down and say here all these claims that they could bring in this is it would be a chance of success on them right now what we what what i mean we're happy to do some of more of that for you in executive session that would not that would not put the city in a negative position because we wouldn't be broadcasting it to anyone who might want to bring a claim but in terms of the general we are definitely confirming to you that we believe there is risk that's your question counsel do you think you counsel or paul thank you so my question for on this particular bit on this particular offer is relates to their working capital reserves the ability that all businesses need to have working capital when they start and and then the access to be able to  ability to access capital through borrowing in other words for being able to maintain cash flow continue the buildout and potential expansion so i went on to and i'm just trying to understand where these numbers come from and it feels like there's a couple of numbers that are like appearing twice and i just want to make sure i understand it says the sources of the fund or the ten million dollar debt from maine fiver then it says a minimum of one million dollars in preferred equity offering via milk money and it says on their website that they have raised roughly two hundred fifty thousand although i have heard that it's a little bit high it's higher than that at this point and then there is the one point five million of non cash equity that the city would you know would put in on so to speak then they they say the uses of the funds are ten point five million in cash to pay off existing investors with a twelve percent ownership by the city and then it says a five hundred thousand dollar injection into the new company which is not counted toward the headline price of the deal so what does that exactly mean do they have five hundred thousand in and working capital that they would on day one be putting into the into the entity and where does that come from where do they have that my calculation yes they do ten million comes from maine fiber one of the half million comes from the city of burlington not in cash but in kind payment they're raising a million five hundred thousand of that million reaches there twelve million is the last brick in the wall for their twelve million purchase price and then there's an extra five hundred thousand as i understand it that is for opening day working capital ok so then we have a copy i think a b t l gave us a copy of a letter from maine dated september seventh and it talks about the offer that maine fiver is making to k v t l to get the ten million dollars and number item number seven it says prior to execution of the loan agreement k b t l has to bring these all these conditions have to be met one of them is the cave e t l has an additional one million dollars beyond the loan so if they're using five hundred thousand as working capital where is the other million dollars coming from i had read that and i don't know if my reading is correct but my reading was that in addition to the ten million provided in the fourteen percent interest rate loan from man five or the k b t l would be raising a million in preferred equity and that's the million that they're they're required that that main fiber is requiring i may have misread that but i think that's the million that they're being referred they were referring to but didn't you just say that half of that is the five hundred thousand that's going towards working capital yes yes and i would the way i'm reading it is they their main fiber wants to make sure that that million half of which is going to be used for purchase price and the other half being used for working capital exists and i may be reading that wrong but that's the way i read the document well i i i would like to know what that exactly means because it it appear i mean again i don't know but it seems as though they're counting a half a million dollars twice and i don't and maybe i'm missing something and i would appreciate if you could find out i'll run it down and circulated by email ok from both the public and the council again just for clarification whether the bidders are invited back as a man or for the full council and the mayor to discuss so just the other part of the question please that is how would they convert me how would that work converting actually creating a cooperative business after they bought the house it's my understanding from conversations with kaye b t l as recently as today is that there would be a corporate entity formed where the cooperative members would all have a share and that the assets of bt would be purchased by that entity and distributed to all of the all of the caught members who would have their participatory interest i'm not sure i'm answering the question correctly but i  believe that was the question i want to talk about the service contracts that are acquired in the cave e t l proposal it states generally that the city in the school district are required to sign on to a ten year contract at current prices the first question just a yes or no question or other  down are we expecting in the marketplace the costs of those services to go up or down over that ten year period while it's stephen address that so an almost impossible question to answer because the the light says will change over that ten year period if you're looking at just five broadband internet that customers fair enough so and i'm wondering whether or not this requirement this ten year locked in rate is related to the loan that mean fiber is offering but securely are these two contracts in any concerned about having enough time for the other bidders and giving people treatment to offset let's just keep that in mind as we move through this thing cancer so i counter shannon deen right thank you my question is about the financing and if the if the cash that's required by the financing has been verified and if  if has a fallback position if we're not allowed to have a carried interest in this how will they finance the rest of that and also that  for the purposes of percentage ownership in capital the capital stack where we are looking at all of the debt as capital in the k b t l proposal we have not asked k b t l whether or not they have the ability to raise an additional million five or the exact amount that would be characterize what you know the amount of that and how would we be what would be required to discharge that pension liability to this is not a question for m right the way that the city's pension plan works is right now at the end of each fiscal year our auditors put together a report that attributes portions of the city's pension liability to different enterprises of the city as of fiscal year two thousand and sixteen the part of the pension that is the city's unfunded pension liability that's attributable to burlington telecom was about one point one million dollars what that will look like it at the time of closing is unclear at this point but it seems very likely given that that was the number at the end of fiscal year sixteen that there will be a fairly substantial amount of cash that that you all should probably plan you at and when i say you i mean the council should be planning to put into the pension system as a result of the fact that all of the p t employees will cease to be  city employees and that liability will become in some way if not fixed at least solidified in some way so just to be clear this is not an issue that is unique to the local originally established one of the one of the reasons it was a status was to provide competition for the bigger cable companies what's being said now in terms of the regard regard to your shoe of affordability i think one of the that's one of the criteria and one of the important things that i hear asked to me from subscribers abroad in telecom is that we want to make sure that this doesn't become affordable with an affordable with whoever takes over the company is there a i think people that are part of cape b t l or supporters of k b t l believe that they will have an advantage in hair and vantage advantage in keeping the company keeping the terms more affordable for its subscribers is that true that their model will likely end up being more affordable than the other two is there any way to answer that  i don't think so what i would say is a few things first of all both of the other buyers have proposed a no price increase for a period of time there's nothing that requires that the city accept that if the city can ask for a longer period of time we're not obligated to sign up to every every condition that's been put forth maybe we want to go back and ask for the significantly longer period of in being as competitive as possible offering as lowest cost service possible i mean they are businesses for profit but there they understand that they have to be internet and tang has a thirty month no increase and that's no increase on the current prices that subscriber subscribers are willing to telecom are paying correct with the exception of pass through a video local question now and then bush or and more still haven't had only one question so i wonder follow up on some earlier questions about questioning whether what the risks are associated with with the twelve million dollars bit of beattie local news or questions for the attorneys so so the citibank settlement says it has to be an arm's length transaction that seems to be the key concept there and with blue water there's a minimum price requirement that we discussed earlier that that you were we were advised that you haven't made a ruling that does not meet that correct thank you just want to clarify those two points so now we're going to go on to questions about sure's so hans if you had questions about shores ok any more or bush or ok we're going to go to bush or then more does try to really speak into the mic it's going to help sorry ok certainly can you hear can you hear that ok great so it has to do with one of the bullets where they say that you know they keep their investments but then they go on to say the experience of the local bt management team coupled with sures leadership team ensures that regardless of the type of acquisition whether traditional cable fiber other network platforms that may be considered in the future we have the operational and technical ability to affect really integrate the entity into b with pages of that this is on page two and so i'm not quite sure i'm not sure if i really understand that it seems that in one hand on one hand i thought they were talking about their acquisition and integration and then on the other hand i thought they might be talking about bt being acquired so can you just explain that to me a little bit better i can because i've been involved in conversations about that there they were trying to make the point that they were intending to you the t is an opportunity for expansion through the burlington footprint so to speak so they as they expanded in the region they would look to be the headquarters of that expansion and that's what they're trying to relate to here so they're they're talking about the key still being part of them but but they would be acquiring other entities in the region and integrating them into be into their her i think their family i think they're thinking that bt potentially could make an acquisition funded by sure's but run by bt employees i say trying to emphasize that we and and it's reflective of a lot of what people from the community have talked to some of us about so we have all these these different items and the agreement  councillor wright was talking about the rates we heard about rates actually at at a community meeting that we had last week someone had looked at rates from both sure's and taking i'm just their normal rate  so you know after the thirty months of the five years goes i'm i'm just curious what expectation people in burlington could have that some of these pieces of the future and and if for some reason some large entity were to buy sure's what would say then happen to some of these these negotiated items i believe whether it's the case of sure or tearing as the seller in control of this asset during this period the city has the the right to ask for anything reasonable with respect to that so for instance there was a public comment earlier well what happens if the acquiring business is taken over in some sort of a sale the city certainly has a right to ask for other protections and expect some of those so if it's a longer price guarantee that's reasonable if it is protecting the bt in the event of a takeover of the buyer that's reasonable if it is limiting future debt on the assets of bt that's reasonable since we we're not at the end of the road with the ultimate agreement so if there are points that are critical to the council and the the residence and back spares of burlington they should be added and they should be part of the consideration counterpart thank you so my question for sure is relates to the letter that they sent us back in june on june fifth and one of the they put under item  on the first page is that additional deal terms we would like to engage stephen barrett through through dormant and fossett in a two year consulting agreement which sure is in burlington telecom i can certainly understand why you have done an amazing job for entering around burlington telecom for the city for its rate payers and we're very we're very fortunate that you have done all that you have for us my question is are you it are you committing to that is dormant in fossett going to have a continued  participation in any way or are you stephen going to have any continued association with burlington telecom through sure should sure's be successful better for b absolutely dedicated to making sure the transition goes well and we'll spend whatever reason or amount of transition time is required but we told all of the buyers at different points in time we cannot be part of the future and to the in any way because of concerns over our role of the conflict  thank you so just just for clarification i thought we were here tonight talking about the most recent versions of the letters of intent is that in their most recent version it is not shannon roof then tracy  thank you my question is about the build out a lot of people in my neck of the work woods don't burlington telecom and insurers  insurers l o i they agree to spending a minimum of six point two to eight point eight four million in capital projects in accordance with the updated capital plan both maintaining and expanding the current network for fiscal two thousand and nineteen through twenty twenty one is that a commitment just to use the capital generated by show by bt in their cash flow to use that for capital expenditure or is it a commitment that even if the cash flow isn't there they're committed to investing that capital in maintenance and build out the la roof my question is about you quickly in memorial auditorium both teaching and address it i think at some point how they will approach that it's a blind spot for me with sures can you give us any indication on what the plan is and in a second quick follow up is that eight hundred thousand dollar estimate where'd that come from is that accurate i'll let stephen answer and river i'll cover the sures relocation costs reimbursement but i'll let stephen reference the eight hundred thousand the eight hundred it's current sanker but it requires an extended period of time to be able to deliver that move that cost it's not a quick move it around twelve months maybe fifteen months but yes that is the current accurate cost to relocate authority to talk and it's not a minor spoke of a centralized operation sure as values local leadership local presence and local staffing and then you know if we go on to look at point two on page four we're talking about continuing to have local employees with a local presence  in that same point it talks about the fact that they have a maryland call center for one company and then another company they use a dot and i will company outsources it but that they say that in the context of the burlington company that the that the burlington management team would make it to butter or stand how a burlington management team would be able to make a decision that would stick with the ownership company so i don't understand how a company that is a team that answers to that company would sure i think that it's a philosophical question and how the business is organized and run what sure is is trying to say is they will push those decisions to the greatest extent possible at the local level they do have after hours call center capability that bt doesn't have so they would like to make that available to us and we would expect whether stephen was making that decision or someone else that any local manager would see that as an improvement because right now we don't have that after hours capability  it would have the current customer service at bt continue during its or its the hours that operates presently and just to so that's what that's referencing so it would so they would keep it during the keep the brewington local burlington telecom current call center operation in burlington shores as yours would during the day and then transfer to the maryland knight is that correct that is the intention yes rather than go to a and answering service which is out of state anyway it would go to  first the rebranding it will stay burlington telecom and and i would expect that's a agreement point that would be made in writing if it became important for us so it's something that certainly could be specified in writing they would have some local board as it relates to be t dean mason right this year more and myself questions about team and you questions for mr for the team  questions for the team that answer mason thank you president no terry could you flesh out a little bit about the thing offer of a unique feature relating to the community investment i was just hoping you could speak to that for a moment we asked both tang and sure's to in their revised l o y's expander flush out the the community investment and taking as you can see put together a longer list and a very specific dollar value that they're investing annually a quarter of a million dollars that's not to say that sures is not doing the same but sure i was not as pacific on that point and could you just sort of break down for the public you may not know what  and then there are main doura of additional programs they don't specify an allocation across the various programs just by way of comparison the city is making a twenty five thousand dollars a year investment in b p v it value and dormant and faucet has made a twelve thousand five  cash required to address that liability because this is an asset sale not of the city's k b t l ting or sure's takes on the pension liability per se but the tang ensures l o y's have adequate cash available to the city should the city except either cash or a combination of cash and equity to address whatever issues pension liability and whatever else needs to be considered as part of the transaction coun two pages so in the other letters of intent there was specific statements about keeping the existing team together but this doesn't seem as straightforward this says we want to retain all team members who are driven and interested in the future of bt and that isn't really a commitment to keeping people that are currently employed at  staff will change and will bring about change anyways but i also feel like the attention to bt will be diluted potentially people will be looking at bt but looking at this invest this entity that entity that entity and throughout the stock you meant it really speaks about individual success more than entity success and so i'd just like your take on that particular read on these two statements and what my overarching statement was thank you the teaching model is to is a more centralized management model and there's no single right answer  but in terms of understanding the difference one one is centralized the other is decentralized the what tang is saying and that point i believe is that burlington employees will one have the opportunity to be involved with other locations even if they are here and burlington employees to the extent they want to move within the family of companies can  the sures model is a more decentralized model where more will more will happen here rather than at the  e headquarters but it's important to point out that tang has put a huge investment emphasis on the culture of customer service and their other businesses require a level of excellence in that that they're dedicated the proposition of making sure burlington operates at that level they will get there a little differently than sure's but it's  stylistic and what has worked for them in the past thank you that helps differentiate the two and solidifies my feelings thank you thank you yes so i'm still on people  affordability being the previous issue is a huge win and customer service also is huge cancer tracy just talks about that in regard to sure could you talk a little bit more about tang in regard to customer service because my understanding is that they intend to do increase the customer service from what we currently have but go even further than what shores is offering could you talk a little bit about that i would characterize it this way but i'd also like stephen to weigh in i think it's very important as a baseline that ting based on our research in their other businesses are very highly regarded in customer service and they're they're providing levels of customer service that are very well reviewed very favorably reviewed they they want to apply what they've learned in their other businesses to bt their their approach in customer service i believe will be more centralized stephen has visited their their headquarters and can comment on that obviously we take pride when speaking on behalf of the city we all take pride in the level of customer service that bt provides today to its customers and we've that must continue and and get better as as a baseline shores has one approach to it tang has another and there isn't a single right answer but you're confident that both of them at least maintain the current level or better yes what i would say and i really want stephen to weigh in on this and i keep talking but what i would say is that that it has to be a condition of our transaction and generally from d perspective if something is working in prove on it don't change it wholesale overnight make sure that we build on it  give two different approaches and two different options team is building a meaningful five business and is very focused commenters raised the issue of being a publicly traded company and i'm just curious as to the degree to which you know a scenario in which you know what the i guess to rephrase the question i'm curious as to what their fiduciary responsibilities that come along with being a publicly traded company and how those who do share responsibilities with interface with the the public criteria that we set forward i'm thinking of you know for example net neutrality so they've said that they're committed to net neutrality but let's just think of a situation as part of the criteria which we asked for but let's think of a situation where net neutrality goes away or  allowed to go away because of federal regulation and a company could charge more money to make internet go faster for certain providers and slower for others and if they don't pay so what and they could make more money basically off of that  they responsible to their shareholders to make to take opportunities to make more money even if they conflict with other responsibilities like the public criteria that we set because the public criteria the most important thing to me i don't really think it's my responsibility to care about the profits of a company so i want to understand the responsibilities that come along with that as relates to this company and the public i understand the question completely i think that the city has an opportunity to get whatever is important to the city in writing and therefore we move the doubt associated with whoever is buying it to get those things that are essential to us in writing to make sure that they will not be superseded by any change whether it sures chang or anybody else in business philosophy or corporate philosophy so if there are things that are essential and several the public commenters raised issues i think they become part of the agreement i mean there are some things that we can't write into the agreement but i think many of the the public comments could be and so i would i would argue that for instance and one of the things that i feel strongly about is not putting debt on these assets so there could be potentially a prohibition on leveraging specific assets for debt for any of the entities putting limitations on things so there's there's an opportunity to craft into the agreement whatever reasonable criteria  judy of the current employees so to me this is very clear that if they take it on they will definitely let some people go now or yes i think that what we need to stop short of bt has wonderful employees but there is also some contract so to speak but there certainly are provisions that could be added to protect certain items that we were concerned about i say we meaning the city and i think that we can also just ask the question there's nothing wrong with asking tang and as we agreed following up on point clarify that paragraph and i mean and also based on thank you we have talked a little bit of pvc with respect to other bids and i'd like to hear some perspective on how the public utility commission would likely rule financial expert financial viability management expertise in technical expertise i think we've had a report from our from our finance fellow that explains what the relative strengths this agreement that would be by binding if it were to be taken over by another company we can put things in this agreement that would be binding on the neck is that correct we can ask for them i mean obviously if our shopping list becomes too long we may we may lose a particular buyer but there's what i mean is if they agree to it it's not only binding it's binding and subsequent correct because i i mean i assume that if tng were sold it would be a stock sale and therefore the new stockholders would be bound by the agreements of the old stockholders they would be stepping into the shoes of t see no other questions i'm going to ask question about teaching so kind of applies to sure as well as well if the sit in the carried interest option with team and we would and which we would roll over the city's share of the net sales proceeds into an equity position what is the form that those returns would take would be the only return be if we were to trigger the put right at it to be negotiated discount and the multiple that which they're buying are would there be annual dividends or how would that work in the case of both being insurers or do we have enough information we don't have adequate information but i can tell you generally because we haven't gone through all of the structural components but they one shareholder meaning the majority shareholder would not be able to take money out of a company without giving the same treatment to a minority shareholder so it's likely that both of these entities will want to continue to invest all of their cash flow into expanding the network that would be my expectation that that cash flow rather than paying dividends would be better served to the community by better equipment more investment in the enterprise rather than money coming back but if they decided to take money back for their shareholders whatever they're taking back the the city of burlington would get it share they couldn't they can't take their share of a dollar without giving the city its share of a dollar so based on they couldn't get their eighty cents without the city getting your twenty cents but that's not something that would be have to be specified in the agreement you're just saying that's the way well it works that is that basically that's the way the any corporate structure would work there certainly there could be changes in the agreement one of the things that is going to come up is if there's significant expansion that requires capital beyond what the enterprise can generate then there is a a question about what happens to the city's interest as the city's interest get diluted if there's an expansion plan that requires x millions of dollars beyond the current cash flow and so we've talked to them about that and the details to be worked out but that's that's a pretty critical component and and obviously requires them further review thank you so i have no more questions cued up so i think that this brings to close the question and answer portion of the evening and i think that that we had some great questions and got some good information out for the public so i'd like to thank mr dorman for being here like to thank mr bear claw for being here i'd like to at this time go back to the public forum i'm reopening the public forum at nine twenty five p m and i have two people who have signed up i have alex field and then i have kevin warden again thank you very much for being here and we will continue to be working together alex friend is up i think i said fields and i was alex friend i'll keep this quick i appreciate it i want to thank you all for holding the special session tonight so i think it's been very informative and helpful you know i support the co op because i think that model is the only way to protect us to keep local control is to protect current and future subscribers against a market that is dominated by huge  telling us what kind of question you think we should ask kerry when with the thank you president when will the september one memo from outside counsel on the conflict of interest issue be made publicly available because i think that is highly dre i've got kevin warden and then janet patterson good evening members of the council thank you for your continued effort on this just have a few words i'm speaking tonight as a resident and a long term subscriber since really day one telecom i've loved it it's been great service has been excellent also i work at a business that relies daily on burlington telecom and of course as a citizen of burlington which it's imperative that we have a second option here and that remain viable for a very long time so this is critical it's imperative that we get this right and i really appreciate the diligence with which you're deliberating this and researching the options i'm not here to tell you which company i think is best for us i think your best suited to make that decision but rather i want to share what i think are important criteria from my perspective that you consider service oriented is critical it's great to be able to pick up the phone and get answers right away and even have someone troubleshoot your modem in the house which every time they do they say i'm not supposed to do this but let me help you know they're profitable it's critical because i want a company that's going to last into the future be sustainable and be able to make improvements that we need and be able to keep things affordable keep the service affordable price and not raise costs member of the onion river it was called when i started and for me local food is ideal it's a great idea and it's what we want the internet is a much more complex procedure and if i can make an analogue quickly which is that a similar health procedure wouldn't necessarily go to the most local professional but rely upon someone believe thank you very much i have really appreciated the questions you've asked and i've got a lot more about the three presentations for a hotel i would urge you to look at the two companies that are want to make a profit i think we need to keep that in mind i'm an active member of the co op than you ever co op and we made a profit and we served the people for good food and we even when we bought something we had a little check that we got keeping that money and keeping it in burlington is important the other thing that i really want you to consider is any company i don't care how good they aren't in service if they're not located in burlington and they don't have local folk coming to your door answering your questions they're not as interested   in burlington so i would urge you again to look at burlington tell and making it into a co op where we actually could support it in some way i've made my donation to it and i know other people have and having support for the poor the service that they give is so important so i really appreciate the work you're putting into it thank you are a large and growing interest and grassroots politics and investing and democratic solutions to our challenges that we face these days and people like me consider  profit driven corporation they're inherently going to have antagonistic to the people of our community and you are asking us if you decide to sell off  to consider an investment in the community and an opportunity to build a strong democratic institution that can be mobilized to do what's in the best interests of our community against corporate profit driven hi there i know i wasn't going to speak but i really felt like i needed to after i heard a couple of things councillor dang had asked a question of mr dorfman dorman about what his compensation would be and the answer wasn't totally clear but the compensation based on the contract from the citibank agreement is ten percent of the amount of the the returns after the bill the other amount has been paid so ten percent of twelve million is different than ten percent of twenty eight million and ten percent of thirty million so that my concern and has been concerned that there is a conflict of interest in the information that you have been getting for several years because of this as a possible problem that they will benefit if the price up front that the city gets is a bigger chunk of of money in fact the they may not be as able to explain the value of patronage refunds that come from a co operative and that's something that i think you need better advice in there maybe able to able explain a commercial business but pages and pages refunds that come to a cooperative with the city or individuals that need to be explained to you better because that's a value that you're not seeing as part of this deal and it's totally explained in the keep the local proposal the third thing is i do not know of a way that you can actually put a contractual language together to require a company to provide to preserve net neutrality and not capitalise on pay prioritization for service and i know i've asked councilor mason about possible language in that form that would be actually enforceable and it sounds great you can say we'll get everybody to agree to that and all these conditions let's just write it into the contract but as a lawyer you cannot write into a contract things that are in forcible a lot of times you can write something that's great and then when it comes down to it it doesn't it's not a forcible and i think the net neutrality and the data protection that was asked about are not things you can write into a contract and have it in forcible thank you thank you i am the co chair of the burlington democratic socialists of america just one of the pop in and see how the progress was going for the most part i wanted to bring a couple things up that i thought of while i was here the first of terms of if you compare contrast for example who is a massive company their return on investment can be massive so comparing a local option to these other industry standards is not going to balance out at least not in my perspective the other thing that i would really like to stress is that as a local organisation bt is essential to everything that i do and i feel as though the way that bronson telecom has been structured has benefited me has benefited many in the community and i would hope that it would continue to do so i will say that looking at the way that both shores and sting structure their price points it's one affordable for me i make thirty two and a half thousand dollars a year and to pay ninety dollars a month for internet that actually is good such as with tang is absolutely ridiculous on the other hand we're sure there's some price tiers but it's still too expensive i mean i pay fifty dollars a month for two hundred megabits which is perfectly adequate for me but to get that same or even close that same speed both up and down i would have to spends seventy bucks i just can't get behind that and i think that the only way to really control prices like that would be to have a democratic organization in our local community that makes sure that we hold it accountable we can hold these companies count thank you for time thank you and that closes the second part of our public forum and brings us to the end of our agenda for the evening council bush or president no del i would like to move to item three point zero three which are the communications yeah you just to move to accept them and place them on file yes thank you very much for that motion counselor bush on three point zero three is their second counselor more seconds it any discussion seeing none ell en favor of accepting that communication three point zero three and placing it on file to say i i any opposed them that completes that piece of business there at the end of our agenda