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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restricted to weekends, avpiding the �rst and last weekend of each manth and h9gh-traffic week�:nds. "Party" or"Parties" shall mean City and Customer. "Person" means any individual, carporatian, partnership, Limited �iability Company,joint venture, trust, unincarporated arganization, government or any agency or potitical subdivi�ion thereof or any ather enti#y. "Praportionate Share" means, with respect ta Custamer, CITY, or any other Persan that is an interest halder, and for each segment, the Costs shall be shared as failows: (a) if the affected segment includes any conduit hausing the Dark �iber, the Pro Rata Share af Costs shal! be allocated equally amang all of the affec#ed conduits and (b) the Costs related to the conduit carrying the Dark Fiber plus Costs specifically related to fibers optic strands within such conduit, shall be albcated between Customer and the CITY and ather Persons that are interesfi holders based on the ratio to which the number of Dark Fiber bears ta the total number of fiber optic strands in such conduit. If this#rac#ian varies over portions of a particular segment, then the Pro Rata Share shall be equal to the weighted average (weighfied by length as set forth in th� CITY's As-Built Drawings} of such relevant portions. For example, if the fractian for 904 feet of the affected segment is 0.1 and the fraction for the remaining 5q feet of the affected segment is O.p7, the weigh#ed average for the entire segment wauld be 4.49. ARTICLE 2 FiBER SYSTEM The CITY Fiber System will generally connect the"A"and"Z°endpoints identified in Exhibit A. (attached hereto and incorporated by reference). The route between each set af end points is hereafter referred to as a segment. CITY shall use cc�mmercially reasonable efforts to complete and test the dark fiber and provide a Compietion Notice to Customer an or before the Completion Date set forth in Exhibit A. ARTIGLE 3 RCGHTS IN THE FIBER SYSTEfVI 3.1 As of the Effective Date, CITY shall grant to Customer and Customer shall receive from GTY (a) an exclusive indefeasible right af use of dark fibers set farth in Exhibit A that will be specifically identified by CITY in the Cable ("Dark Fiber"), and (b) the associated and non- exclusive indefeasible right ta use the Assoeiated Praperty, all such rights upan and subject to the terms and canditions set forth in this Agreement (collectively, the "IRU"). 3.2 The IRU does not include the right of Customer to own, control, maintain, modify or revise the Dark Fiber or any Associated Property in CITY facilities, the right of physical access to the Fiber System, the right to encumber the Fiber System in any manner, or the right to use any other portian of the Fiber System, except as expressly set forth herein. I � I