R2019-149 Resolution Authorizing an Indefeasible Right Of Use Agreement and Associated Sales Order with Decatur Public School District #61 to Obtain Dark Fiber from the City Of Decatur Fiber Network

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i i�� ___ AGREEMENT F4R INDEFEASIB�E RtGH?QF USE tIRU}QF FIBER THIS IRU AGREEMENT {"Aareement") is made and entered inta as of ��Q�""` 7 , 2019 ("Effective �ate"), by and between the City af Decatur, an iiiinois Municipai Corporafiian ("CITY"}, and Decatur Pub(ic School District#61 ("Customer°). REGITA�S WHEREFORE, CITY, owns, mar�ages and maintains a fiber network, which is a high- speed telecommunications netwark that provides reliable communication links ta and among Qscatur schools, institutions of higher education, fibraries, museums, research institutians, State agencies, units of local government, and other local entities who prouide service to residents of the GlTY; ar�d, WHEREFORE, CITY is building a fiber aptic communication network throughout Decatur for use by the CITY and ather interested third parties by e�ctending its current system ta other parts of the community to provide services to interested parties, to serve as a cammunity deve{apment tool and to eventually provide redundancy ir� the current system. {"Fiber � s�"}; and, WHEREFORE, Customer desir�s to obtain from CiTY rights to apticai fiber strands as described in Exhibit A(attached hereta and incorporated by reference) in the Fiber System on the terms and conditions set forth below. NC}W THEREFC�RE, in consideration af the mutual promises set ft�rth in this Agreement, and ather good and ualuable consideration, the receipt and sufficiency of which are hereby acknawledged, #he parties hereby agree as follaws: ARTICLE 1 DEFINITIONS Definitions. The following definitions shall apply to this Agreement. "Access Fees" means all fees charged or assessed by any gavernmental autharity with respect to those portions of the Fib�r System lacated an or crossing or passing thraugh lands owned or administered by such govemmental autharity including, without limitation, such as are calculated or otherwise based on the number of crossings, the aggregate distance of crossings, land vaiue or the revenus, projec#ed revenue, receipts, income, profits ar other amounts calculated in a similar manner, of any Fiber System interest holder or its A�liates. "Affiiiate" For the purpose of this Agreement, the term Affiliate when used herein shall mean and include all the o�cers, directors, employees and agents af the CITY. "Anticipated Completion Date" means, subject to Events af Force Majeure and any other extensians af time pravided for in this Agreement, #he dates set forth in Exhibit A(attached hereto and incorporated by reference). 3