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the office of Glenn Hess (Hess), ACT's attorney. As was
customary, the meeting was tape-recorded and later transcribed.
Various topics were discussed during the meeting. The
shareholders discussed the offer from JSL and voted to sell ACT's
cable TV franchise rights to several geographical areas to JSL if
JSL would agree to a sales price of approximately $1.5 million.
As part of the negotiations, JSL requested a noncompetition
agreement with ACT. The following was recorded:
HESS: * * * they [JSL] ask for a contract with
HARBORTOWN, they ask for a contract with PIRATES
COVE....
BRIGGS: We can't give them HARBORTOWN, PIRATES
COVE, we'll just say that it will be covered by the
non-competing agreement.
* * * * * * *
DANIELL: * * * [I]t [the noncompetition
agreement] covers what area?
HESS: Uh yes, Hathaway Bridge, Phillips Inlet
Bridge, Dellwood Beach Road and the State Park, Gulf of
Mexico... If I say the Intercoastal Waterway, I think
they'll get a real great desire to build in West Bay.
DANIELL: In other words, it doesn't cover Bay
County, it's just ...
HESS: No, I defined it specifically, Hathaway,
Dellwood Road, and the State Park on the east, Phillips
Inlet on the west, the Gulf and the Intercoastal
Waterway, which is a good boundary along here, and I
got a map showing that will be it for a period of
5 years.
The shareholders discussed business plans for ACT that were
to occur whether or not the sale to JSL was completed. They also
discussed the interpersonal problems they had been having and the
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Last modified: May 25, 2011